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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
Delegated Gender Diversity
Despite the growing emphasis on gender diversity, women still represent less than 20% of board members in publicly listed firms worldwide. To boost the presence of women in top business positions, many jurisdictions have mandated a minimum number of female directors on corporate boards. In 2004, Norway became the first country to legislate that all […]
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Posted in Academic Research, Boards of Directors, Empirical Research, ESG, Institutional Investors
Tagged Asset management, Board composition, Boards of Directors, Diversity, ESG, Institutional Investors
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The DCF Valuation Methodology is Untestable
The goal of discounted cash flow (DCF) valuation analysis is to answer the question, “What is this asset worth?” as in, what is the price that a rational person would be willing to pay for this asset in a competitive asset market. It is a question to which good answers are often needed. The DCF […]
Click here to read the complete postRemarks by Commissioner Crenshaw at Symposium on Private Firms
Thank you, Michael [Minnis]. I am humbled to be here today with such an impressive group of participants. The private markets and their role in the economy is an important topic and I’m glad to have this gathering of highly respected academics and industry participants thinking about the subject matter. I would also like to […]
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Posted in Accounting & Disclosure, Practitioner Publications, Regulators Materials, Securities Regulation, Speeches & Testimony
Tagged Disclosure, Institutional Investors, Investor protection, Private equity, Private firms, Public firms, SEC, Securities regulation
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How Useful are Commercial Corporate Governance Ratings in Emerging Markets?
A central issue in evaluating the effects of corporate governance (CG) is how to measure it. Some researchers measure firm-level CG using country-specific indices (CSIs), tailored to each country’s laws and institutions; several studies report that these indices can predict Tobin’s q in emerging markets, in a panel data framework with firm fixed effects. In […]
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Posted in Academic Research, Accounting & Disclosure, Comparative Corporate Governance & Regulation, International Corporate Governance & Regulation
Tagged Boards of Directors, Brazil, Disclosure, Emerging markets, India, International governance, Korea, Turkey
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ESG Pressures Fuel Dealmaking
As businesses race to catch up with the global ESG (environmental, social, and governance) movement, M&A has become a critical tool for those looking to speedily revamp traditional business models. In particular, global energy players, many of which have set out ambitious decarbonization commitments within their ESG agenda, are now under the most intense public […]
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Posted in ESG, International Corporate Governance & Regulation, Mergers & Acquisitions, Practitioner Publications
Tagged Climate change, Environmental disclosure, ESG, EU, International governance, Mergers & acquisitions, SPACs, Sustainability
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Ten Questions to Ask Before Joining a Public Company Board of Directors
Being asked to join the board of directors of a public corporation is an honor. Board membership can be an enriching experience and an avenue for personal and professional growth. However, in an increasingly litigious, regulated and complex public company landscape, director candidates should conduct thoughtful and targeted due diligence on a company and its […]
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Posted in Accounting & Disclosure, Boards of Directors, Practitioner Publications
Tagged Board dynamics, Board performance, Boards of Directors, Director compensation, Indemnification, Management, Risk oversight
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Different Strokes to Move the World
Overview In a stated desire to standardize company ESG disclosures and provide investors with comparable information, the U.S. Securities & Exchange Commission (“SEC”) has proposed its climate-related disclosure rule for U.S. publicly-traded companies and certain foreign issuers. A brief summary of the proposed rule is provided below. We have also analyzed how some of the […]
Click here to read the complete postOn the Audit Committee’s Agenda: What’s on the Horizon for 2022
Introduction The past year has made it clear that many of the fundamental changes to organizations that were brought on by the pandemic are here for the long haul. The impacts of widespread remote work, accelerated digital transformation, and shifts in talent dynamics have been far-reaching, and the full scope of their effects—and related risks—is […]
Click here to read the complete postDevelopments in Securities Fraud Class Actions Against U.S. Life Sciences Companies
Introduction In 2021, securities class action litigation on the whole remained at a steady high, and life sciences companies were, once again, popular targets of such lawsuits. In this post, we analyze and discuss trends identified in last year’s filings and decisions so that prudent life sciences companies can continue to take heed of the […]
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Posted in Institutional Investors, Practitioner Publications, Securities Litigation & Enforcement
Tagged Class actions, Corporate liability, Institutional Investors, Liability standards, Pension funds, Securities fraud, Securities litigation
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Comment Letter on SEC Rule 10B-1 Position Reporting of Large Security-Based Swap Positions
Robert Eccles and Shiva Rajgopal jointly submit this letter in response to proposed Rule 10B-1 relating to position reporting of “large” security-based swap positions, which was published in the Federal Register as part of the Commission’s Release No. 34-93784 and the Beneficial Ownership Reporting (13D-G) proposal, file no. S7-06-22. Shareholder activism—the practice of buying small […]
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