-
Supported By:
Subscribe or Follow
Program on Corporate Governance Advisory Board
- William Ackman
- Peter Atkins
- David Bell
- Kerry E. Berchem
- Richard Brand
- Daniel Burch
- Paul Choi
- Jesse Cohn
- Arthur B. Crozier
- Renata J. Ferrari
- John Finley
- Carolyn Frantz
- Andrew Freedman
- Byron Georgiou
- Joseph Hall
- Jason M. Halper
- Paul Hilal
- Carl Icahn
- David Millstone
- Theodore Mirvis
- Maria Moats
- Erika Moore
- Carey Oven
- Morton Pierce
- Philip Richter
- Marc Trevino
- Steven J. Williams
- Daniel Wolf
HLS Faculty & Senior Fellows
Author Archives: Harvard Law School Forum on Corporate Governance and Financial Regulation
Proposed Additional Amendments to Form PF
On August 10, 2022, the Securities and Exchange Commission (“SEC”) and Commodity Futures Trading Commission (“CFTC”) proposed additional amendments (the “Proposed Amendments”) to Form PF, the periodic report filed by registered investment advisers that manage private funds. The Proposed Amendments significantly expand the scope of information to be reported by private fund advisers and would, […]
Click here to read the complete post
Posted in Accounting & Disclosure, Institutional Investors, Practitioner Publications, Private Equity, Securities Regulation
Tagged Cryptocurrency, Disclosure, Form PF, Hedge funds, Institutional Investors, Private equity, Private funds, Securities regulation, Stablecoins
Comments Off on Proposed Additional Amendments to Form PF
State Legislation Targets Company Policies on ESG
Over the past several years of political discord, many CEOs have felt the need to voice their views on important political, environmental and social issues. For example, after the murder of George Floyd and resulting national protests, many of the country’s largest corporations expressed solidarity and pledged support for racial justice. After January 6, a number […]
Click here to read the complete post
Posted in Accounting & Disclosure, ESG, Practitioner Publications
Tagged Climate change, Diversity, Environmental disclosure, ESG, Institutional Investors, Reputation, Stakeholders, State law, Sustainability
Comments Off on State Legislation Targets Company Policies on ESG
Quarterly Activist Ownership Analysis
This post outlines the major trends occurring globally amongst activist investors’ portfolios. Using a proprietary model quantifying criteria such as reputation, number of campaigns/outcomes, tactics/focus, board seats won, and recency of engagements we have produced the Morrow Sodali Top 40 Activists (MS40) list narrowed down from the pool of global investors. The MS40 is compiled […]
Click here to read the complete post
Posted in Corporate Elections & Voting, International Corporate Governance & Regulation, Mergers & Acquisitions, Practitioner Publications
Tagged Institutional Investors, International governance, Mergers & acquisitions, Private equity, Shareholder activism, Shareholder voting, SPACs, Universal proxy ballots
Comments Off on Quarterly Activist Ownership Analysis
BlackRock Voting Spotlight—A Look Into the 2021-2022 Proxy Voting Year
Consistent with BlackRock’s fiduciary duty as an asset manager, BIS’ purpose is to support companies in their efforts to deliver long-term durable financial performance on behalf of our clients. These clients include public and private pension plans, governments, insurance companies, endowments, universities, charities and, ultimately, individual investors, among others. BIS serves as an important link […]
Click here to read the complete post
Posted in Corporate Elections & Voting, ESG, Institutional Investors, Practitioner Publications
Tagged Climate change, ESG, Index funds, Institutional Investors, Proxy voting, Shareholder proposals, Stewardship, Sustainability
Comments Off on BlackRock Voting Spotlight—A Look Into the 2021-2022 Proxy Voting Year
The Politics of Values-Based Investing
Senate Republicans are introducing legislation directing retirement plan sponsors to select investments solely based on monetary factors, an extension of the position adopted by the Trump Administration Department of Labor. The sponsors to the legislation defend it by arguing that retirement accounts should be off limits to politics. The debate stems from the increasing criticism […]
Click here to read the complete post
Posted in Academic Research, ESG, Institutional Investors
Tagged Climate change, Diversity, ESG, Institutional Investors, Mutual funds, Sustainability
3 Comments
Corporate Response to the War in Ukraine: Stakeholder Governance or Stakeholder Pressure?
In the aftermath of the Russian invasion of Ukraine on February 24, 2022, hundreds of Western companies have taken the unprecedented step of withdrawing from Russia, going beyond compliance with regulations and sanctions. The corporate reaction to the invasion of Ukraine has been widely understood as “a clear signal that the world is pivoting toward […]
Click here to read the complete post
Posted in Academic Research, Empirical Research, ESG, HLS Research, International Corporate Governance & Regulation
Tagged ESG, International governance, Reputation, Russia, Sanctions, Social media, Stakeholders, Twitter, Ukraine
Comments Off on Corporate Response to the War in Ukraine: Stakeholder Governance or Stakeholder Pressure?
Carve-Outs’ Popularity Soars as Businesses Pursue Growth
Carve-out deals, whether conducted through a trade sale, buyout, or IPO, have become a vital tool for businesses to boost balance sheets and deliver shareholder value. This trend has gathered momentum over recent years, with 9,155 carve-outs worth US$2.3 trillion in aggregate announced globally in 2021, according to Dealogic—up 67% in value compared to 2020. So […]
Click here to read the complete post
Posted in ESG, International Corporate Governance & Regulation, Mergers & Acquisitions, Practitioner Publications, Private Equity
Tagged Carve-outs, Climate change, ESG, International governance, Japan, Mergers & acquisitions, Private equity, UK
Comments Off on Carve-Outs’ Popularity Soars as Businesses Pursue Growth
Energy Industry Reacts to SEC Proposed Rules on Climate Change
Gibson Dunn has surveyed the comment letters submitted by public and private energy companies and related industry associations regarding the proposed rules by the Securities and Exchange Commission (the “SEC” or “Commission”) on climate change disclosure requirements for U.S. public companies and foreign private issuers (the “Proposed Rules”). Based on our review of these comment […]
Click here to read the complete post
Posted in Accounting & Disclosure, ESG, Practitioner Publications, Securities Regulation
Tagged Climate change, Disclosure, Environmental disclosure, ESG, Materiality, SEC, SEC rulemaking, Securities regulation, Sustainability
Comments Off on Energy Industry Reacts to SEC Proposed Rules on Climate Change
DGCL Amendment Merits Amending Charters and Engagement with Institutional Shareholders
Amendments to the charters of Delaware corporations are advisable as a result of a new amendment, effective August 1, 2022, to the Delaware General Corporation Law (the DGCL) that permits the extension of exculpation rights to executive officers. Delaware law has long permitted a corporation to include a provision in its certificate of incorporation that […]
Click here to read the complete post
Posted in Boards of Directors, Institutional Investors, Practitioner Publications, Securities Litigation & Enforcement
Tagged Charter & bylaws, Delaware law, DGCL, Director liability, Institutional Investors, Liability standards, Management, Proxy advisors, Securities litigation, Shareholder suits
1 Comment