-
Supported By:
Subscribe or Follow
HLS Faculty & Senior Fellows
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
Weekly Roundup: May 29–June 4, 2020
ESG in the Mainstream: Sell-Side Analysts Addressing ESG Concerns Posted by David Katz, Sabastian V. Niles, and Carmen X. W. Lu, Wachtell, Lipton, Rosen & Katz, on Friday, May 29, 2020 Tags: Climate change, Corporate Social Responsibility, Disclosure, Environmental disclosure, ESG, Institutional Investors, Stakeholders, Stewardship, Sustainability Director Compensation Practices in the Russell 3000 and S&P 500: 2020 Edition Posted by Matteo Tonello, The Conference Board, […]
Click here to read the complete postAn Alternative Paradigm to “On the Purpose of the Corporation”
Recently a definition of corporate purpose has been proposed and elaborated on in a post on this Forum titled “On the Purpose of the Corporation” (the Corporate Purpose Memo). This post offers commentary on various aspects of the Corporate Purpose Memo, including three key takeaways: The Corporate Purpose Memo’s proposed universal definition of corporate purpose […]
Click here to read the complete post
Posted in Comparative Corporate Governance & Regulation, ESG, Practitioner Publications
Tagged Business judgment rule, Delaware law, ESG, Shareholder primacy, Shareholder value, Stakeholders
Comments Off on An Alternative Paradigm to “On the Purpose of the Corporation”
First Impression Bias: Evidence from Analyst Forecasts
In a seminal paper, Asch (1946) finds that if a person is described as “intelligent, industrious, impulsive, critical, stubborn, [and] envious,” people form a more positive impression of that person than when the descriptors are provided in the reverse order. Subsequent psychological research confirms that information received first tends to overshadow information received later, and […]
Click here to read the complete post
Posted in Academic Research, Accounting & Disclosure, Empirical Research
Tagged Analyst forecasts, Analysts, Behavioral finance, Capital markets, Firm performance, Forecasting, Information environment, Stock performance
Comments Off on First Impression Bias: Evidence from Analyst Forecasts
Broadridge Virtual Shareholder Meetings (“VSMs”): Preliminary Statistics
After steady annual increases over the past decade, the number of VSMs jumped significantly in the first five months of 2020. This is due to several factors related to the COVID-19 pandemic, including: social distancing guidelines from federal, state, and local authorities that dissuade groups of people from gathering; company travel restrictions on management, directors, […]
Click here to read the complete postCompetition Laws, Norms and Corporate Social Responsibility
Investors and companies increasingly focus on corporate social responsibility (CSR). For example, Larry Fink, the CEO of BlackRock, the world’s largest asset manager, argued in 2020 that, “… a company cannot achieve long-term profits without embracing … the needs of a broad range of stakeholders,” such as customers, employees, suppliers, and the communities where the […]
Click here to read the complete post
Posted in Academic Research, Comparative Corporate Governance & Regulation, Corporate Social Responsibility, ESG
Tagged Antitrust, Corporate Social Responsibility, ESG, Stakeholders
Comments Off on Competition Laws, Norms and Corporate Social Responsibility
Congress Legislative Developments—Potential Delisting of Foreign Companies from U.S. Securities Exchanges
On May 20, 2020, the U.S. Senate passed S. 945, the Holding Foreign Companies Accountable Act, by unanimous consent. The key effect of S. 945 is that it prohibits certain companies from listing and trading their securities on any U.S. securities exchanges or through any other method regulated by the U.S. Securities and Exchange Commission […]
Click here to read the complete post
Posted in Accounting & Disclosure, International Corporate Governance & Regulation, Practitioner Publications, Securities Regulation
Tagged Accounting, Accounting standards, Audits, China, External auditors, Foreign firms, International governance, PCAOB, Securities regulation
Comments Off on Congress Legislative Developments—Potential Delisting of Foreign Companies from U.S. Securities Exchanges
Compensation Impacts of COVID-19 on Performance-Based Incentive Awards
The coronavirus disease 2019 (“COVID-19”) outbreak continues to impose significant and unprecedented economic harm and uncertainty for companies across numerous sectors. As companies continue to evaluate the impact of the pandemic on stock market volatility and company performance, an important issue to be addressed from both a private and public company perspective is how to […]
Click here to read the complete post
Posted in Accounting & Disclosure, Executive Compensation, Practitioner Publications
Tagged COVID-19, Equity-based compensation, Executive Compensation, Firm performance, Incentives, Management, Pay for performance, Performance measures, Section 162(m)
Comments Off on Compensation Impacts of COVID-19 on Performance-Based Incentive Awards
Sharpening the Tools at Hand: New Rulings Provide Sensible Balance to Section 220 Litigation
Section 220 of the General Corporation Law of the State of Delaware is the statute allowing shareholders of a Delaware corporation to seek books and records for various purposes, including to investigate potential corporate wrongdoing, among other things. When properly utilized, stockholder use of the Section 220 remedy should help avoid litigation where corporate records […]
Click here to read the complete post
Posted in Accounting & Disclosure, Court Cases, Practitioner Publications, Securities Litigation & Enforcement
Tagged Books and records, Delaware cases, Delaware law, DGCL Section 220, Discovery, Misconduct, Shareholder suits
Comments Off on Sharpening the Tools at Hand: New Rulings Provide Sensible Balance to Section 220 Litigation
The Forum Attracts Numerous Citations from Academics and Practitioners
Posts published by the Harvard Law School Forum on Corporate Governance have had considerable influence on the discourse and literature in the field of corporate governance, as measured by citations of Forum posts. Since the Forum was established in 2006, Forum posts have been cited more than 1400 times, and such citations have appeared in […]
Click here to read the complete post
Posted in Program News & Events
Tagged Program on Corporate Governance
Comments Off on The Forum Attracts Numerous Citations from Academics and Practitioners