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Program on Corporate Governance Advisory Board
- Peter Atkins
- David Bell
- Kerry E. Berchem
- Richard Brand
- Daniel Burch
- Paul Choi
- Jesse Cohn
- Arthur B. Crozier
- Renata J. Ferrari
- Andrew Freedman
- Ray Garcia
- Joseph Hall
- Jason M. Halper William P. Mills
- David Millstone
- Theodore Mirvis
- Philip Richter
- Elina Tetelbaum
- Sebastian Tiller
- Marc Trevino
- Steven J. Williams
Author Archives: Harvard Law School Forum on Corporate Governance and Financial Regulation
Joint Statement by Commissioners Lee and Crenshaw on Amendments to Regulation S-K
We want to start by thanking the staff in the Division of Corporation Finance, Office of the General Counsel, Division of Economic and Risk Analysis, and Office of the Chief Accountant who have worked on this rule. It has gone from proposal to adoption in less than one year’s time, which is not an easy […]
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Posted in Accounting & Disclosure, Practitioner Publications, Regulators Materials, Securities Litigation & Enforcement, Securities Regulation
Tagged Accounting, Accounting standards, Climate change, Disclosure, ESG, Regulation S-K, Risk disclosure, Sarbanes–Oxley Act, SEC, SEC rulemaking, Securities regulation, Sustainability
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Investing in a SPAC
Special purpose acquisition companies (SPACs) have seen a surge in 2020. There have been several high-profile private companies, such as DraftKings and Nikola, going public by completing business combinations with SPACs and high-profile investment firms, such as Bill Ackman’s Pershing Square (for the second time) and Jeff Smith’s Starboard Value, sponsoring SPACs of their own. […]
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Posted in Institutional Investors, Mergers & Acquisitions, Practitioner Publications, Securities Litigation & Enforcement, Securities Regulation
Tagged Acquisition agreements, Capital formation, Institutional Investors, IPOs, Mergers & acquisitions, Ownership, Private firms, Securities regulation, Special purpose vehicles
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Remarks by Chairman Clayton to the Economic Club of New York
Thank you, John [Williams]. It is wonderful to be back with the Economic Club of New York. You are a sophisticated, experienced, outcome-oriented, tough and fair audience, interested in economic and wage growth and improving our society more generally. Just the way it should be. As John noted, today’s program proceeds in two parts, (1) […]
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Posted in ESG, Practitioner Publications, Securities Litigation & Enforcement, Securities Regulation
Tagged Capital formation, Capital markets, Compliance and disclosure interpretation, COVID-19, Disclosure, ESG, SEC, SEC rulemaking, Securities regulation
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Acquisition Experience and Director Remuneration
The experience that executive and non-executive directors accumulate by working in specific corporate positions within and across industries is one of the most important dimensions of their human capital. Previous studies document that variance in directors’ pay is primarily driven by differences in human capital accumulated over career paths. However, we know little about if […]
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Posted in Academic Research, Boards of Directors, Comparative Corporate Governance & Regulation, Empirical Research, Mergers & Acquisitions
Tagged Boards of Directors, Director compensation, Human capital, Management, Mergers & acquisitions
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Weekly Roundup: November 13–19, 2020
Decision Making in 50:50 Joint Ventures Posted by Philip Zanfagna, Molly Farber, and James Bamford, Water Street Partners, on Friday, November 13, 2020 Tags: Boards of Directors, Contracts, Corporate forms, Joint ventures, Management, Partnerships, Risk, Shareholder voting Delaware Reaffirms Director Independence Principle in Founder-Led Company Posted by William Savitt, Ryan A. McLeod, and Anitha Reddy, Wachtell, Lipton, Rosen & Katz, on Friday, November 13, 2020 […]
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1. Introduction SPACs, or special purpose acquisition companies, have experienced a frenzy of activity and attention over the past year. In 2020, SPACs have already raised as much cash as they did over the entire preceding decade, with two-thirds of this cash raised in just the past three months. Press reports and blog commentary present […]
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Introduction The Division of Enforcement’s efforts to deter misconduct and punish securities law violators are critical to protecting millions of investors and instilling confidence in the U.S. securities markets. Each year, the Division recommends, and the Commission brings, hundreds of enforcement actions against individuals and entities for fraud and other misconduct and secures remedies that […]
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Posted in Practitioner Publications, Regulators Materials, Securities Litigation & Enforcement, Securities Regulation
Tagged Compliance and disclosure interpretation, Disclosure, Investment advisers, Investor protection, Retail investors, SEC, SEC enforcement, Securities enforcement, Securities fraud, Whistleblowers
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Revealing ESG in Critical Audit Matters
It is a pleasure to be attending this virtual conference with investors from around the world. Perhaps, now more than ever, investors need advocates and these forums to discuss and further their perspectives and interests. Before I continue, I should remind you that the views I am expressing today are my own and do not […]
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Posted in Accounting & Disclosure, ESG, Practitioner Publications
Tagged Accounting standards, Audit committee, Audits, Boards of Directors, Climate change, Disclosure, Environmental disclosure, ESG, Sustainability
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Testimony by Chairman Clayton on Oversight of the Securities and Exchange Commission
Chairman Crapo, Ranking Member Brown and Senators of the Committee, thank you for the opportunity to testify before you today about the work of the U.S. Securities and Exchange Commission (SEC or Commission or agency). I am honored to discuss the great work of the women and men of the SEC over the past year […]
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Posted in Practitioner Publications, Regulators Materials, Securities Litigation & Enforcement, Securities Regulation, Speeches & Testimony
Tagged Asset management, Capital formation, Compliance and disclosure interpretation, COVID-19, Diversity, Engagement, Form CRS, Institutional Investors, Investor protection, Retail investors, SEC, Securities enforcement, Securities regulation
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The ESG-Innovation Disconnect: Evidence from Green Patenting
No firm or sector of the global economy is untouched by innovation. In equilibrium, innovators will flock to (and innovation will occur where) the returns to innovative capital are the highest. In our paper, we document a strong empirical pattern in green patent production. Specifically, we find that oil, gas, and energy producing firms—firms with […]
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Posted in Academic Research, Empirical Research, ESG
Tagged Asset management, ESG, Fund managers, Incentives, Innovation, Patents, R&D, Sustainability
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