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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
Trademarks in Entrepreneurial Finance
Trademarks are an important determinant of the economic value created by firms. A trademark is a word, symbol, or other signifier used to distinguish a good or service produced by one firm from the goods or services of other firms. Firms use trademarks to differentiate their products from those of other firms, reduce search costs […]
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Posted in Academic Research, Accounting & Disclosure, Private Equity
Tagged Entrepreneurs, Firm valuation, Information environment, Intellectual property, IPOs, Private equity, Trademarks, Venture capital firms
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Tokens and the Extraterritorial Reach of US Securities Laws
Token issuers often sell their securities offshore and consider such sales to be exempt from US securities regulation. But this raises the question of location—are the token sales in fact outside the US for securities law purposes? In In re Tezos Securities Litigation , a class action lawsuit brought by investors alleging that the tokens sold in […]
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Posted in International Corporate Governance & Regulation, Practitioner Publications, Securities Litigation & Enforcement, Securities Regulation
Tagged Blockchain, Class actions, Cryptocurrency, Exchange Act, Financial technology, ICOs, Innovation, International governance, Jurisdiction, Securities regulation, Shareholder suits
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Open Letter: Commonsense Corporate Governance Principles 2.0
A little more than two years ago, we published the Commonsense Principles of Corporate Governance That work represented a collaborative effort—a search for common ground—by representatives of some of America’s largest corporations and institutional investors. We said then, and it is no less true today, that the long-term prosperity of millions of American workers, retirees […]
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Posted in Accounting & Disclosure, Boards of Directors, Corporate Elections & Voting, Executive Compensation, Institutional Investors, Practitioner Publications
Tagged Board composition, Board leadership, Boards of Directors, Commonsense Principles, Executive Compensation, Fund managers, Institutional Investors, Long-Term value, Management, Public firms, Shareholder rights, Short-termism, Transparency
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Managing the Narrative: Investor Relations Officers and Corporate Disclosure
Although investor relations officers (IROs) play an important role in managing corporate communications with important stakeholders and in helping their companies achieve an appropriate valuation, the academic literature on investor relations is only in its early stages. IROs are responsible for communicating with the investment community and shaping the company narrative. As a result, IROs […]
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Posted in Academic Research, Accounting & Disclosure, Institutional Investors
Tagged Disclosure, Earnings announcements, Engagement, Institutional Investors, Investor relations officers, Regulation FD, Shareholder communications, Surveys
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Lazard’s Review of Shareholder Activism—2018 3Q YTD
Key Observations on the Activist Environment through 3Q 2018 Record Level of Companies Targeted Activists targeted 174 companies in the first three quarters of 2018, surpassing 169 companies targeted in all of 2017 26% more campaigns initiated YTD over 2017 YTD, representing capital deployment of $53.8bn, in-line with 2017 YTD levels Nonetheless, 3Q witnessed a […]
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Posted in Boards of Directors, Institutional Investors, Mergers & Acquisitions, Practitioner Publications
Tagged Boards of Directors, Europe, Hedge funds, Institutional Investors, International governance, Mergers & acquisitions, Shareholder activism
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Insider Trading and the Integrity of Mandatory Disclosure
For decades, two theories have shaped insider trading regulation. The first argues that insider trading should be prohibited because unequal access to information corrupts the integrity of markets. The second views trading on inside information as misappropriating property belonging to the corporation. Neither approach is entirely satisfying. The market integrity theory does not address the […]
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Posted in Academic Research, Accounting & Disclosure, Comparative Corporate Governance & Regulation, Securities Litigation & Enforcement, Securities Regulation
Tagged Disclosure, Information environment, Inside information, Insider trading, Market efficiency, Property rights, Rule 10b-5, SEC, SEC enforcement, Securities enforcement, Securities regulation, Voluntary Disclosure
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Cybersecurity Disclosure Benchmarking
Boards, executives, investors, regulators and other governance stakeholders have expressed growing interest in understanding how companies guard against, plan for and respond to cybersecurity incidents. As cybersecurity threats evolve and risks become more complex and widespread, focus on corporate disclosures in public filings on the subject likely will intensify. Cybersecurity crime is an increasing threat […]
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Posted in Accounting & Disclosure, Boards of Directors, Practitioner Publications, Securities Regulation
Tagged Boards of Directors, Cybersecurity, Disclosure, Institutional Investors, Oversight, Proxy advisors, Risk assessment, Risk disclosure, Risk management, Securities regulation
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