Author Archives: Harvard Law School Forum on Corporate Governance and Financial Regulation

New Developments in Shareholders’ Gender Pay Gap Proposals

Investors’ growing interest in the median gender pay gap (i.e., the wage difference between the median male employee and the median female employee) is the latest expression of a more granular approach to environmental, social and governance (ESG) investing. They are not only more focused on granularity, building on an initial call for public companies […]

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Posted in Accounting & Disclosure, Boards of Directors, Executive Compensation, Practitioner Publications | Tagged , , , , , , , , , | 1 Comment

Activist CEOs Speak Out—Is There a Way to Do it Better?

It feels like CEOs are stepping into it—the political fray, that is—all the time these days. And recently, there has been a lot of pressure on CEOs to voice their views on political, environmental and social issues. According to the Global Chair of Reputation at Edelman, the expectation that CEOs will be leaders of change […]

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Posted in Accounting & Disclosure, Corporate Social Responsibility, Practitioner Publications | Tagged , , , , | 1 Comment

Weekly Roundup: March 15-21, 2019

Do Firms Respond to Gender Pay Gap Transparency? Posted by Margarita Tsoutsoura (Cornell University), on Friday, March 15, 2019 Tags: Compensation disclosure, Compensation ratios, Compensation regulation, Denmark, Diversity, Inequality, International governance, Transparency A Reminder About Corporate Crisis Communications Posted by John F. Savarese, David A. Katz, and Wayne M. Carlin, Wachtell, Lipton, Rosen & Katz, on Saturday, March 16, 2019 Tags: Compliance and disclosure interpretation, Disclosure, DOJ, Reputation, Risk management, SEC, SEC […]

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ESG Rating and Momentum

Traditionally, asset managers have used Environmental, Social and Governance ratings in a defensive way to mitigate portfolio risk, but the model ESG portfolio we have run over the past five years has consistently outperformed the index (and by 27.7% over the full period). Also note that the top rated 10% of our ESG stocks outperformed […]

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Incentive Pay and Systemic Risk

The SEC, the NYSE, and the U.S. government, accompanied by the actions of consultants, such as the Institutional Shareholder Services, recently have pushed to create, by means of relative performance evaluation (RPE), a tighter link between CEO pay and the factors under CEO control. This paper addresses the consequences of RPE for firm investment decisions […]

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Posted in Academic Research, Banking & Financial Institutions, Comparative Corporate Governance & Regulation, Executive Compensation, Financial Crisis, Financial Regulation | Tagged , , , , , , , , , , , | Comments Off on Incentive Pay and Systemic Risk

2018 Year-End Securities Litigation Update

2018 witnessed even more securities litigation filings than 2017, in which we saw a dramatic uptick in securities litigation as compared to previous years. This post highlights what you most need to know in securities litigation developments and trends for the latter half of 2018, including: The Supreme Court heard oral argument in Lorenzo v. […]

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Posted in Court Cases, Practitioner Publications, Securities Litigation & Enforcement, Securities Regulation | Tagged , , , , , , , , , , , , , , , , | Comments Off on 2018 Year-End Securities Litigation Update

The Unicorn IPO Report

In the process of assembling our inaugural Unicorn IPO Report, we discovered something surprising. We set out to investigate “unicorn” companies, the modern reference to private companies with valuations exceeding $1 billion (our full criteria for what constitutes a unicorn company may be found in the Methodology section of this report). While the number of […]

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Information Intermediary or De Facto Standard Setter?: Field Evidence on the Indirect and Direct Influence of Proxy Advisors

Proxy advisory firms (PAs) are considered important and useful by some and overbearing by others. On the one hand, PAs fill an information intermediary role by processing large amounts of information and providing voting recommendations to institutional investors on matters such as executive compensation and governance. On the other hand, critics contend that PAs have […]

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Posted in Academic Research, Boards of Directors, Corporate Elections & Voting, Empirical Research, Institutional Investors | Tagged , , , , , | Comments Off on Information Intermediary or De Facto Standard Setter?: Field Evidence on the Indirect and Direct Influence of Proxy Advisors

S&P 1500 Pay-for-Performance Update: Strong Financials, Negative Shareholder Returns

Despite strong full-year 2018 financial results, shareholder returns were dampened by investor skepticism and potential headwinds heading into 2019. This trend is no surprise given our observations through the third quarter (see “S&P 1500 pay-for-performance update: Third quarter results beg the question, “Will 2018 be the high water mark for incentive payouts?” Executive Pay Matters, December […]

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Keynote Remarks at the ICI Mutual Funds and Investment Management Conference

I. Introduction Thank you, Susan [Olson], for the kind introduction. I am excited to join you here and deliver my first formal speech as a Commissioner. It has been a little over six months since I started in my new role at the Securities and Exchange Commission (“SEC”), and I can still say that it’s […]

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Posted in Boards of Directors, Corporate Elections & Voting, Institutional Investors, Practitioner Publications, Regulators Materials, Securities Regulation, Speeches & Testimony | Tagged , , , , , , , , | Comments Off on Keynote Remarks at the ICI Mutual Funds and Investment Management Conference