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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
CEO Chairman. Two Jobs, One Person
Do recent events at Boeing and WeWork mean that American corporations can no longer afford to give the CEO job and the board chairman job to the same person? To recap: during Dennis Muilenburg’s just-concluded tenure as both CEO and chairman of Boeing, Co., the nation’s 28th largest corporation attempted to contain costs and speed […]
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Posted in Boards of Directors, Comparative Corporate Governance & Regulation, Executive Compensation, Practitioner Publications
Tagged Board independence, Boards of Directors, Controlling shareholders, Executive Compensation, Management, Managerial style, Misconduct, Oversight, Tech companies
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Index Funds and the Future of Corporate Governance: Presentation Slides
We recently placed on SSRN a revised version of our study, Index Funds and the Future of Corporate Governance: Theory, Evidence, and Policy. That revision expands our work to engage in detail with points raised by commentators taking issue with our view of index fund stewardship and updates our empirical work. In addition, we have […]
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Posted in Empirical Research, HLS Research, Institutional Investors, Practitioner Publications
Tagged Agency costs, Boards of Directors, Engagement, Index funds, Institutional Investors, Oversight, Ownership, Shareholder voting, Stewardship
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2020 Policy Guidelines—United States
Glass Lewis’ Policy Guidelines provide an overview of our approach to governance and proxy research. Updated guidelines are now available for the following markets: Canada China Continental Europe Israel Shareholder Initiatives Taiwan United Kingdom United States In developing our policies, we consider a diverse range of perspectives and inputs, with ongoing analysis of regulatory developments, […]
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Posted in Boards of Directors, Corporate Elections & Voting, Institutional Investors, International Corporate Governance & Regulation, Practitioner Publications
Tagged Audit committee, Board performance, Boards of Directors, Compensation committees, Glass Lewis, Institutional Investors, International governance, Proxy advisors, Shareholder proposals, Shareholder voting
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Remarks by SEC Chairman Clayton to the SEC’s Small Business Capital Formation Advisory Committee
Thank you Carla [Garrett], members of the Small Business Capital Formation Advisory Committee, Martha [Miller], and the staff in the Office of the Advocate for Small Business Capital Formation. It is nice to join you again for today’s meeting. I am pleased that you will devote today’s meeting to a discussion of the concept release […]
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Posted in Institutional Investors, Practitioner Publications, Securities Regulation, Speeches & Testimony
Tagged Capital markets, Institutional Investors, IPOs, Long-Term value, Private firms, Public firms, Retail investors
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Civil Rights and Shareholder Activism: SEC v. Medical Committee for Human Rights
In the fall of 1971, SEC v. Medical Committee for Human Rights was billed as one of the most important cases of the Supreme Court’s new term. Though nominally an administrative law case, it was highly anticipated because of its potential to define the scope and meaning of “corporate democracy.” The case was an appeal […]
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Posted in Academic Research, Corporate Elections & Voting, Corporate Social Responsibility, Court Cases, Securities Regulation
Tagged Corporate Social Responsibility, Legal history, No-action letters, Rule 14a-8, SEC, Securities regulation, Shareholder activism, Shareholder proposals, Shareholder rights, Shareholder voting, Stakeholders, Supreme Court
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How Corporate Lawbreakers Get a Leg Up at the Justice Department
The Project On Government Oversight (POGO) revealed in August that top political appointees at the Justice Department’s headquarters in Washington, DC, overruled career federal prosecutors who sought to bring a felony charge against biotech giant Monsanto for illegally spraying a highly toxic pesticide in Hawaii. This happened after attorneys for Monsanto, including a former head […]
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Posted in Accounting & Disclosure, Practitioner Publications, Securities Litigation & Enforcement
Tagged Compliance & ethics, Corporate crime, DOJ, Misconduct, SEC enforcement, Securities enforcement
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Le Club des Juristes Commission Shareholder Activism Report
2018 was a record year for shareholder activism, and the rise of activists, in Europe and France specifically, has become an industry issue. The Commission’s aim is not to take sides in the economic, political and sometimes philosophical debate between supporters and opponents of shareholder activism, or to take a position on any particular activist […]
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Posted in Boards of Directors, Corporate Elections & Voting, Institutional Investors, International Corporate Governance & Regulation, Mergers & Acquisitions, Practitioner Publications
Tagged Boards of Directors, Engagement, France, Hedge funds, Institutional Investors, International governance, Management, Proxy contests, Shareholder activism, Shareholder voting
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Understanding the Impact of America’s Clampdown on Proxy Advisors
In 2003, the SEC put forward a rule that required institutional investors to disclose their votes and provide an explanation as to why they voted the way they did. This paved the way for the rapid growth and influence of proxy advisors such as Institutional Shareholder Services, Inc. (ISS) and Glass Lewis, & Co. (Glass […]
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Posted in Boards of Directors, Corporate Elections & Voting, Institutional Investors, Practitioner Publications, Securities Regulation
Tagged Boards of Directors, Institutional Investors, Proxy advisors, SEC, SEC rulemaking, Securities regulation, Shareholder voting
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What Does the Growth of Impact Investing Mean?
The amount of money being committed to impact investing strategies around the world has grown to $502 billion, managed by 1,340 organisations based in every continent and investing globally on behalf of family offices, banks, foundations and pension funds, according to analysis by the Global Impact Investing Network (GIIN). In a white paper published in […]
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Posted in ESG, International Corporate Governance & Regulation, Practitioner Publications
Tagged Asset management, Capital markets, ESG, Impact investing, International governance, Shareholder activism
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