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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
A Case of Mistaken Identity: Correcting the Record on EVA
In recent months, critics have emerged with claims that Economic Valued Added (EVA) is a less effective judge of corporate performance than other metrics, particularly in comparison to EBITDA. The assertions are based on studies that purport to show that EVA is less correlated to shareholder returns than EBITDA. These critics also express concern over […]
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Posted in Accounting & Disclosure, Institutional Investors, Practitioner Publications
Tagged Accounting, Capital markets, Firm performance, Firm valuation, Shareholder value
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Joint Venture Governance Index: Calibrating the Strength of Governance in Joint Ventures
Twelve years ago, we co-authored with CalPERS a set of guidelines for joint venture governance. At the time we argued, and still believe, that good governance in joint ventures strongly correlates with sustained financial performance, sound management of risks, and the ability of JVs to adapt to the changing needs of the market and their […]
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Posted in Accounting & Disclosure, Boards of Directors, Comparative Corporate Governance & Regulation, ESG, Practitioner Publications
Tagged Board composition, Boards of Directors, Compliance & ethics, Corporate forms, ESG, Joint ventures, Surveys
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Weekly Roundup: March 6-12, 2020
Potential Impact of New SEC Guidance on Performance Metrics on Disclosure of ESG Metrics Posted by Lee T. Barnum, Donna Mussio, and Mary Beth Houlihan, Fried, Frank, Harris, Shriver & Jacobson LLP, on Friday, March 6, 2020 Tags: Disclosure, Environmental disclosure, ESG, Information environment, Regulation S-K, Reporting regulation, SEC, Securities regulation, Sustainability, Transparency US Securities Law Liability for Securities Issuers Outside the U.S. Posted by Kevin […]
Click here to read the complete postThe Road to Glasgow
Introduction Sir David Attenborough’s prophetic introduction has exposed the scale of the challenges and hinted at the enormous opportunities before us. And the Secretary of State has just described the prospect of a lasting COP 26 legacy and the opportunity for finance to be the force for good we know it can be. Now is […]
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Posted in ESG, International Corporate Governance & Regulation, Practitioner Publications
Tagged Climate change, Disclosure, Environmental disclosure, ESG, Europe, International governance, Sustainability, UK
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Passive Investors Get Active on Sustainability Risks
After all the Best Wishes cards, executives and board members have become accustomed to receiving another type of letter every January. These coming from the CEOs of two of their largest investors, BlackRock and State Street Global Advisors (SSgA), managing respectively USD 6.96 trillion and 2.95 trillion of assets. Larry Fink (BlackRock) and Cyrus Taraporevala […]
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Posted in Accounting & Disclosure, Boards of Directors, ESG, Institutional Investors, Practitioner Publications
Tagged BlackRock, Boards of Directors, Climate change, Disclosure, Environmental disclosure, Fiduciary duties, Institutional Investors, SASB, SSgA, Sustainability
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The Toshiba Securities Litigation: Perils For Foreign Issuers
On January 28, 2020, following remand from the Ninth Circuit, the district court in Stoyas v. Toshiba Corp. denied a motion to dismiss a complaint asserting claims under the U.S. Securities Exchange Act of 1934 (the “Exchange Act”) and Japanese law against a foreign issuer on behalf of investors in unsponsored American Depositary Receipts (“ADRs”), […]
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Posted in Court Cases, International Corporate Governance & Regulation, Practitioner Publications, Securities Litigation & Enforcement, Securities Regulation
Tagged California, Foreign issuers, International governance, Japan, Morrison v. National Australia Bank Ltd., Section 10(b), Securities litigation, Securities regulation, U.S. federal courts
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Speech by Commissioner Roisman at the Council of Institutional Investors Conference
I. Introduction Thank you for inviting me to speak today, at CII’s Spring 2020 Conference. Since I assumed office eighteen months ago, I believe I have had more meetings with CII and its members than any other group. I have appreciated these candid exchanges of ideas, and they have influenced my thinking about many issues […]
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Posted in Corporate Elections & Voting, Institutional Investors, Practitioner Publications, Securities Regulation, Speeches & Testimony
Tagged Conflicts of interest, Institutional Investors, Investment advisers, Proxy season, Proxy voting, SEC, Securities regulation, Shareholder proposals, Shareholder voting, Universal proxy ballots
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Advancing ESG Investing: A Holistic Approach for Investment Management Firms
Key Messages ESG-mandated assets in the United States could grow almost three times as fast as non-ESG-mandated assets to comprise half of all professionally managed investments by 2025. An estimated 200 new funds in the United States with an ESG investment mandate are expected to launch over the next three years, more than doubling the […]
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Posted in Corporate Social Responsibility, ESG, Practitioner Publications
Tagged Asset management, Corporate Social Responsibility, Environmental disclosure, ESG, Innovation, Securities regulation, Stewardship, Sustainability
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Securities Class Action Settlements—2019 Review and Analysis
Highlights Historically high median settlement amounts persisted in 2019, driven primarily by an increase in the overall percentage of mid-sized cases in the $5 million to $25 million range as well as a decrease in the number of smaller settlements. There were 74 settlements totaling $2 billion in 2019. The median settlement in 2019 of […]
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Posted in Practitioner Publications, Securities Litigation & Enforcement
Tagged Class actions, Exchange Act, Rule 10b-5, Section 11, Securities Act, Securities litigation, Settlements
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BlackRock and the Curious Case of the Poultry Farmer
On 13 February 2020, in the little town of Laurel, Mississippi, poultry processing company Sanderson Farms held its annual general meeting. On the proxy statement that day was a shareholder resolution requesting that the company publicly report on climate-related water risks to its business according to Sustainability Accounting Standards Board (SASB) standards. Sanderson’s Board stood against the resolution, urging shareholders to […]
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Posted in Corporate Social Responsibility, ESG, Institutional Investors, Practitioner Publications
Tagged BlackRock, Corporate Social Responsibility, Disclosure, Environmental disclosure, ESG, Institutional Investors, SASB, Sustainability
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