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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
Congressional Securities Trading
In March 2020, as millions of Americans—a record number of them newly jobless—locked themselves indoors to help fight an accelerating pandemic, they learned that two U.S. Senators had been warned about COVID-19 in a secret briefing and then proceeded to cash in their shares in the nick of time. The stocks Sens. Richard Burr and […]
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Posted in Academic Research, Accounting & Disclosure, Securities Litigation & Enforcement, Securities Regulation
Tagged Disclosure, Information asymmetries, Inside information, Insider trading, Rule 10b-5-1, Securities enforcement, Securities regulation, US House, US Senate
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What to Say on Your Next Earnings Call in the Time of COVID-19: Providing Insights, Disclosing Scenarios and Managing Risks
Upcoming first quarter earnings calls may be the most scrutinized in modern corporate history. How to handle these calls in light of the unprecedented social and economic impacts of COVID-19 is a question confronting every company that has not yet announced. Investors, the SEC and other stakeholders are clamoring for insight into what this extraordinary […]
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Posted in Accounting & Disclosure, Practitioner Publications, Securities Litigation & Enforcement, Securities Regulation
Tagged Accounting, COVID-19, Earnings announcements, Earnings disclosure, Financial reporting, Firm performance, Securities litigation, Securities regulation, Shareholder value
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Bebchuk & Hirst Article on Index Funds Selected as One of 2019’s Best Corporate and Securities Articles
According to an announcement by Georgetown Professor Robert Thompson, a Program on Corporate Governance study by Lucian Bebchuk and Scott Hirst, Index Funds and the Future of Corporate Governance: Theory, Evidence, and Policy, was selected in the annual poll of corporate and securities law professors as one of the ten best corporate and securities articles of 2019. The […]
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Posted in Program News & Events
Tagged Program on Corporate Governance
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Leadership Resiliency in an Emergency
Business continuity planning during the COVID-19 pandemic requires that boards of directors and senior management teams confront the unthinkable: How will the business continue to function if key leaders and decision-makers are incapacitated? Boards, senior management and corporate counsel should consider whether the company has in place appropriate leadership resiliency plans, both with respect to […]
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Posted in Accounting & Disclosure, Boards of Directors, Practitioner Publications
Tagged Board oversight, Boards of Directors, Charter & bylaws, COVID-19, Disclosure, Management, Risk, Risk management, Risk oversight
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Considerations for 2020 Incentive Compensation Programs
Considerations for Companies That Have Already Established Their 2020 Incentive Compensation Programs The coronavirus (COVID-19) pandemic and the ensuing market uncertainty as well as recently enacted legislation, have upended the compensation and benefit programs of many companies. We are preparing a series of client memoranda regarding how companies may wish to consider their programs in […]
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Posted in Accounting & Disclosure, Executive Compensation, Practitioner Publications
Tagged Accounting, Compensation committees, COVID-19, Equity-based compensation, Executive Compensation, Firm performance, Incentives, Pay for performance, Performance measures
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Key ESG Considerations in the Crisis
The social and economic turmoil unleashed by the global spread of COVID-19 and the collapse in the price of crude oil has brought to the fore a number of critical incident and systemic risk management concerns, including traditional ESG concerns such as human capital issues, business model and supply chain resilience, and consumer welfare and […]
Click here to read the complete postA Special Committee to Oversee the Corporation’s Response to the Pandemic
In recent years, discussions of corporate governance best practices have included the pros and cons of having a separate Risk Committee of the Board of Directors. While there has been increased focused on the Board’s oversight of the corporation’s assessment and control of risks, it is not always clear that a Risk Committee is the […]
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Posted in Boards of Directors, Practitioner Publications
Tagged Boards of Directors, COVID-19, Risk management, Risk oversight, Special committees
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The Paradox of Corporate Globalization: Disembedding and Reembedding Governing Norms
Corporate globalization has been the most transformative geoeconomic development of the past half century, and shareholder primacy its force multiplier. Their combination brought great benefits to people and countries well positioned to seize the new opportunities. But that their unfettered expansion would also disrupt social fabrics and overtax natural capital was not only predictable; it […]
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Posted in Academic Research, Comparative Corporate Governance & Regulation, Corporate Social Responsibility, ESG, International Corporate Governance & Regulation
Tagged Corporate Social Responsibility, ESG, Globalization, International governance, Shareholder primacy, Stakeholders
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COVID-19 Impact: Potential Risks and Problems in Signed M&A Deals
As COVID-19 continues to rapidly permeate our society and the financial markets struggle to maintain stability, companies engaged in M&A transactions must overcome increased risk and uncertainties. For now, while there are some publicly-announced deals being pulled or being re-evaluated, we have not yet seen a spike in announced signed-deal terminations due to COVID-19. We […]
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Posted in Mergers & Acquisitions, Practitioner Publications, Securities Litigation & Enforcement
Tagged Adverse effects, Covenants, COVID-19, Liability standards, Merger litigation, Mergers & acquisitions, Termination, Underwriting
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