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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
Final Volcker 2.0: Summary for Fund Activities
On June 25, 2020, the Federal Reserve Board, the Office of the Comptroller of the Currency, the Federal Deposit Insurance Corporation, the U.S. Securities and Exchange Commission and the U.S. Commodity Futures Trading Commission (collectively, the “Agencies”) approved a new final rule (“Final Rule”) to simplify and tailor the “covered fund” provisions of the regulations […]
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Posted in Banking & Financial Institutions, Financial Regulation, Practitioner Publications
Tagged Banks, Federal Reserve, Financial institutions, Financial regulation, Ownership, Venture capital firms, Volcker Rule
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Opening Remarks by Commissioner Roisman at the Emerging Markets Roundtable
Good morning, and welcome to everyone who is joining us today [July 9, 2020]. Thank you to the panelists who are participating virtually and a very big thank you to the SEC staff for organizing and hosting this event. Today’s agenda covers a wide array of issues that affect the work of many SEC divisions […]
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Posted in Accounting & Disclosure, International Corporate Governance & Regulation, Regulators Materials, Securities Regulation, Speeches & Testimony
Tagged Accounting, Capital formation, Emerging markets, International governance, Investment advisers, Investor protection, Securities regulation
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Do Bank Insiders Impede Equity Issuances?
(This post reflects our own views, see disclaimer). Banks with more equity tend to lend more, create more liquidity, and have higher probabilities of surviving crises. Moreover, adverse shocks to bank equity predict contractions in lending and aggregate output, and lower bank equity ratios slow recoveries from crises. The strong linkages between bank equity, bank […]
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Posted in Academic Research, Empirical Research, Financial Crisis, Financial Regulation
Tagged Banks, Equity capital, Financial crisis, Financial regulation, Firm valuation, Incentives, Liquidity, Ownership, Ownership structure, Private benefits of control, Shocks
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Weekly Roundup: July 3–9, 2020
COVID-19 and Executive Pay Posted by Joseph Bachelder, McCarter & English LLP, on Friday, July 3, 2020 Tags: Bonuses, COVID-19, Executive Compensation, Incentives, Long-Term value, Pay for performance Does Common Ownership Explain Higher Oligopolistic Profits? Posted by Edward B. Rock and Daniel L. Rubinfeld (NYU), on Friday, July 3, 2020 Tags: Asset management, Common ownership, Firm performance, Index funds, Institutional Investors, Ownership An Analysis of the Supreme Court’s Decision […]
Click here to read the complete postWhat Board Members Need to Know about the “E” in ESG
Takeaways Corporate boards should partner with management to ensure appropriate and regular oversight of environmental issues critical to the long-term economic success and reputation of the company. Either the board or an authorized committee should receive briefings on environmental matters/risks that may jeopardize a company’s reputation and corrective action undertaken to address those risks. Management […]
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Posted in Accounting & Disclosure, Boards of Directors, ESG, Institutional Investors, Practitioner Publications
Tagged Boards of Directors, Climate change, Corporate Social Responsibility, Disclosure, Environmental disclosure, ESG, Institutional Investors, Institutional Shareholder Services Inc., SSgA, Sustainability
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8 Steps for Audit Committees to Navigate the Pandemic
The COVID-19 crisis presents unprecedented challenges for all of us—and everyone has a role to play. Audit committees should consider the following steps to help their companies weather this storm. 1. Watch the “Tone at the Top.” Prioritize the health and safety of employees, customers, vendors and counterparties. This is the right thing to do […]
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Posted in Accounting & Disclosure, Boards of Directors, Practitioner Publications
Tagged Audit committee, Audits, Bankruptcy, Boards of Directors, Contracts, COVID-19, Disclosure, Insider trading, Management, Risk, Risk management
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Keynote Speech at the Society for Corporate Governance National Conference
Introduction Good afternoon, everyone. Thank you, Keir [Gumbs], for the kind introduction, and thank you to the Society for Corporate Governance for the invitation to speak today. I had been looking forward to seeing everyone in Colorado this week but, of course, life for all of us has changed since we made those plans. Given […]
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Posted in ESG, Institutional Investors, Practitioner Publications, Regulators Materials, Securities Regulation, Speeches & Testimony
Tagged Corporate liability, Disclosure, ESG, Institutional Investors, Materiality, SEC, Securities regulation, Sustainability
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The Spread of Covid-19 Disclosure
We recently published a paper on SSRN (“The Spread of COVID-19 Disclosure”) that examines disclosure practices across all U.S. public companies during the initial spread of COVID-19. Investors rely on corporate disclosure to make informed decisions about the value of companies they invest in. Corporate disclosure includes not only financial statement information that quantifies earnings, […]
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Posted in Academic Research, Accounting & Disclosure, Empirical Research, Securities Regulation
Tagged COVID-19, Form 10-K, Form 10-Q, Information environment, Market conditions, Peer groups, Reporting regulation, Risk disclosure, Risk oversight, Securities regulation, Shareholder value, Transparency
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The Role of Long-Term Institutional Investors in Activism
Executive Summary The prevailing wisdom is that activist investors can drive corporate short-term behavior themselves. The prevailing wisdom is wrong. At just 0.3% of total global equity assets under management (AUM) in 2018, activists depend on the support of long-term investors for their influence. Without clarity on long-term shareholders’ views, companies perceive short-term pressure coming […]
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Posted in Institutional Investors, Mergers & Acquisitions, Practitioner Publications
Tagged Asset management, Institutional Investors, Investor horizons, Long-Term value, Shareholder activism, Shareholder value, Short-termism
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