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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
- 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
Inventor CEOs
The academic literature has established that individual CEOs possess an idiosyncratic “style” which can be detected in their corporate decision making. One important, yet unexplored aspect of CEOs’ personal background that can influence their style, is the extent to which they possess hands-on innovation experience as inventors. In our recent article, we examine whether this […]
Click here to read the complete postThe Governance Implications of the Equifax and Facebook Settlements
Corporate boards across industry sectors should give close attention to the impact the recent privacy settlements entered into by Equifax and Facebook will have on governance. Read together, the settlements send an important message regarding regulatory expectations of board oversight of consumer privacy concerns. They also provide useful suggestions to corporate boards on how to […]
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Posted in Accounting & Disclosure, Practitioner Publications, Securities Litigation & Enforcement
Tagged Board oversight, Boards of Directors, Compliance & ethics, Cybersecurity, Equifax, Facebook, FTC, Privacy, Risk disclosure, Risk management, Settlements
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Bebchuk & Hirst Article on Index Funds Wins Fernández de Araoz Award on Corporate Finance
The jury of the 2019 Jaime Fernández de Araoz Award on Corporate Finance voted recently to grant the award to a forthcoming article by Lucian Bebchuk and Scott Hirst, Index Funds and the Future of Corporate Governance: Theory, Evidence, and Policy. Awarded every other year, the award carries with it a cash prize of 10,000 EUR as […]
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Posted in Academic Research, Program News & Events
Tagged Institutional Investors, Lucian Bebchuk, Program on Corporate Governance
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Modernization of Regulation S-K
We are proposing amendments to modernize the description of business (Item 101), legal proceedings (Item 103), and risk factor (Item 105) disclosure requirements in Regulation S-K. We are proposing amendments to these items to improve these disclosures for investors and to simplify compliance for registrants. Pursuant to Section 108 of the Jumpstart Our Business Startups […]
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Posted in Accounting & Disclosure, Practitioner Publications, Regulators Materials, Securities Litigation & Enforcement, Securities Regulation, Speeches & Testimony
Tagged Disclosure, Environmental disclosure, ESG, Regulation S-K, SEC, SEC enforcement, Securities enforcement, Securities regulation
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Female Board Power and Delaware Law
Gender diversity in the corporate boardroom is receiving significant belated attention. Much of that attention has revolved around prescriptive legislation, academic research, and business results—and one point of focus is an increase in the number of female directors. This article, however, outlines options under Delaware corporate law for jumpstarting an increase in the influence of […]
Click here to read the complete postBest Practice Principles for Shareholder Voting, Research & Analysis
The 2019 Best Practice Principles for Shareholder Voting Research & Analysis were launched this week, as an update to the original Principles formulated in 2014. The original 2014 Principles were developed in response to the ESMA Final Report and Feedback Statement on the Consultation Regarding the Role of the Proxy Advisory Industry in February 2013, […]
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Posted in Accounting & Disclosure, Corporate Elections & Voting, International Corporate Governance & Regulation, Practitioner Publications, Securities Regulation
Tagged Conflicts of interest, Engagement, International governance, Jurisdiction, Ownership, Proxy advisors, Proxy voting, Shareholder communications, Shareholder voting, Stakeholders, Stewardship, Stewardship Code, Transparency
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Adoption of CSR and Sustainability Reporting Standards: Economic Analysis and Review
Sustainability and Corporate Social Responsibility (CSR) have become important to many corporations and the majority of large firms today voluntarily provide reports on their CSR initiatives, risks, and activities. However, because there are no commonly agreed upon (or mandatory) CSR reporting standards there is substantial heterogeneity in CSR disclosures. This heterogeneity makes it difficult for […]
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Posted in Academic Research, Accounting & Disclosure, Corporate Social Responsibility, Institutional Investors
Tagged Corporate Social Responsibility, Disclosure, Environmental disclosure, ESG, Institutional Investors, Sustainability
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Managing Legal Risks from ESG Disclosures
Whether on their own initiative or in response to pressure from regulators, consumers, or activist shareholders, many issuers are disclosing more and more about their environmental, social, and governance (“ESG”) practices. Issuers are publishing information about their accomplishments, current efforts, and future commitments in each of these areas, including in the U.S. Securities and Exchange […]
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Posted in Accounting & Disclosure, Boards of Directors, Institutional Investors, Practitioner Publications, Securities Regulation
Tagged Boards of Directors, Climate change, Disclosure, Environmental disclosure, ESG, Risk assessment, Risk management, Securities regulation, Sustainability
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Building a Sustainable and Competitive Economy: An Examination of Proposals to Improve Environmental, Social, and Governance Disclosures
Chairwoman Maloney, Ranking Member Huizenga, and Members of the Subcommittee: Thank you for inviting me to appear here today to discuss Environmental, Social, and Governance, or “ESG” disclosures, and the Securities and Exchange Commission (“SEC”) disclosure regime more generally. From 2002 to 2008, I served as a Commissioner of the SEC, and before that I […]
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Posted in Accounting & Disclosure, Practitioner Publications, Securities Regulation, Speeches & Testimony
Tagged Climate change, Disclosure, Environmental disclosure, ESG, Public firms, Risk disclosure, SEC, Securities regulation, Sustainability, Taxation
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Net-Zero By 2050: Investor Risks in the Context of Deep Decarbonization of Electricity Generation
In recent years, institutional investors worldwide have won substantial advances in corporate disclosures and engagement on climate change. Companies across a range of industries have set emissions reductions targets, undertaken scenario planning, and made meaningful disclosures of climate-related risks. Moreover, despite the Trump Administration’s announced plan to withdraw from the 2015 Paris Agreement, investors joined […]
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Posted in Accounting & Disclosure, Corporate Social Responsibility, Institutional Investors, Practitioner Publications
Tagged Climate change, Disclosure, Environmental disclosure, ESG, Institutional Investors, Risk, Sustainability
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