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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 Christine Davine
- Renata J. Ferrari
- Andrew Freedman
- Ray Garcia
- Byron Georgiou
- Joseph Hall
- Jason M. Halper William P. Mills
- David Millstone
- Theodore Mirvis
- Philip Richter
- Elina Tetelbaum
- Sebastian Tiller
- Marc Trevino Jonathan Watkins
- Steven J. Williams
HLS Faculty & Senior Fellows
Author Archives: Harvard Law School Forum on Corporate Governance and Financial Regulation
COVID-19: Audit Committee Financial Reporting Guidebook
The global economy and business community are still feeling the profound impacts of COVID-19, and will for sometime in the future. Given the current business and market conditions amid the pandemic, companies and audit committees continue to face accounting and reporting challenges as they meet regulatory requirements and respond to investor expectations. Audit committees need […]
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Posted in Accounting & Disclosure, Boards of Directors, Practitioner Publications
Tagged Accounting, Audit committee, Boards of Directors, COVID-19, Disclosure, Financial reporting, Firm valuation, Internal auditors, Risk, Risk disclosure
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The Effect of Managers on Systematic Risk
In the paper The Effect of Managers on Systematic Risk, we ask whether top manager-specific differences account for part of the unexplained variation in traditional asset pricing models. A key principle in asset pricing theory is that investors are compensated for bearing systematic risk, but not idiosyncratic risk. Drawing on this insight, empirical asset pricing […]
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Posted in Academic Research, Comparative Corporate Governance & Regulation, Empirical Research
Tagged Behavioral finance, Management, Manager characteristics, Managerial style, Risk management, Systemic risk
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Rulemaking Petition on Disclosure to Help Assess Climate Risk
Ms. Vanessa Countryman, Secretary Securities and Exchange Commission 100 F Street, NE Washington, DC 20549 June 10, 2020 Dear Secretary Countryman, On behalf Impax Asset Management LLC, Investment Adviser to Pax World Funds, we submit this rulemaking proposal to require that companies identify the specific locations of their significant assets, so that investors, analysts and […]
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Posted in ESG, Institutional Investors, Practitioner Publications, Securities Regulation
Tagged Asset management, Climate change, Environmental disclosure, ESG, Long-Term value, Risk management, SEC, Securities regulation, Sustainability, Systemic risk
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Protecting Financial Stability: Lessons from the Coronavirus Pandemic
The coronavirus pandemic has produced a public health debacle of the first-order. But, the virus has also propagated the kind of exogenous shock that can precipitate—and to a certain degree has precipitated—a systemic event for our financial system. This still unfolding systemic shock comes a little more than a decade after the last financial crisis. […]
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Posted in Academic Research, Banking & Financial Institutions, Financial Crisis, Financial Regulation, HLS Research
Tagged Bailouts, Banks, CARES Act, COVID-19, Financial crisis, Financial institutions, Financial regulation, Macroeconomics, Systemic risk
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COVID-19: Navigating Core Audit Committee Responsibilities
As businesses confront the profound operational, financial and workforce disruption brought on by the COVID-19 pandemic, there’s no such thing as business as usual. That’s as true for corporate boards as it is for frontline workers. In particular, audit committees will have a lot on their plates in the coming months to provide critical oversight […]
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Posted in Accounting & Disclosure, Boards of Directors, Practitioner Publications
Tagged Accounting, Audit committee, Audits, Boards of Directors, Compliance & ethics, Compliance and disclosure interpretation, Disclosure, External auditors, Internal auditors, Risk, Risk oversight
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Accounting and Auditing Enforcement Activity—2019 Review and Analysis
The SEC and PCAOB publicly disclosed 81 accounting and auditing enforcement actions during 2019. Monetary settlements totaled approximately $628 million, $626 million of which was imposed by the SEC. Research Sample and Data Sources This research examines trends in accounting and auditing enforcement actions that were publicly disclosed by the U.S. Securities and Exchange Commission […]
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Posted in Accounting & Disclosure, Practitioner Publications, Securities Litigation & Enforcement, Securities Regulation
Tagged Accounting, Audits, Financial reporting, Foreign firms, PCAOB, Restatements, Sarbanes–Oxley Act, SEC, SEC enforcement, Securities enforcement, Securities fraud
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Doubt On Merger Disclosure Claims in a Rare Federal Court Decision
These days, most public company mergers continue to attract one or more boilerplate complaints, usually filed by the same roster of plaintiffs’ law firms, asserting that the target company’s proxy statement contains materially false or misleading statements. These complaints usually also assert that the stockholder meeting to approve the merger should be enjoined unless and […]
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Posted in Accounting & Disclosure, Court Cases, Mergers & Acquisitions, Practitioner Publications, Securities Litigation & Enforcement
Tagged Discovery, Merger litigation, Mergers & acquisitions, Proxy disclosure, Section 14, Shareholder suits, U.S. federal courts
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Statement by Commissioner Lee on the Proposal to Substantially Reduce 13F Reporting
The Commission proposes today [July 10, 2020] to increase the reporting threshold by 35 times for institutional investment managers that must report equity holdings on Form 13F, thus eliminating visibility into portfolios controlling $2.3 trillion in assets. This proposal joins a long list of recent actions that decrease transparency and reduce both the Commission’s and […]
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Posted in Accounting & Disclosure, Institutional Investors, Practitioner Publications, Regulators Materials, Securities Regulation, Speeches & Testimony
Tagged Asset management, Disclosure, Institutional Investors, Ownership, Schedule 13F, SEC, Securities regulation, Transparency
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