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

Do Women CEOs Earn More and Have More Diverse Boards?

As gender equity and diversity in corporate leadership continue to be critical discussions, research is regularly published showing links between these factors and company performance. Based on an analysis of Equilar 100 companies—the largest U.S.-listed firms to file proxy statements to the SEC before March 31—women CEOs had a higher representation of women on their […]

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The Evolving Market for Retail Investment Services and Forward-Looking Regulation Adding Clarity and Investor Protection while Ensuring Access and Choice

Good afternoon. It is wonderful to be in Philadelphia. It is wonderful to be at Temple University. It is very kind of Temple to host this event. I will speak for about 30 minutes and then take questions. Before I move to today’s topic—the relationship between Main Street investors and investment professionals—I ask for your […]

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Corporate Purpose: ESG, CSR, PRI and Sustainable Long-Term Investment

In The New Paradigm for corporate governance and investor stewardship (discussed on the Forum here), I, together with a Wachtell Lipton team, created for the International Business Council of the World Economic Forum, deliberately conflated ESG (environmental, social and governance), CSR (corporate social responsibility), PRI (the UN’s principles for responsible investment) and sustainability because they […]

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Weekly Roundup: April 27-May 3, 2018

The Middle-Market IPO Tax Posted by Robert J. Jackson, Jr., U.S. Securities and Exchange Commission, on Friday, April 27, 2018 Tags: Capital formation, Capital markets, Disclosure, Equity offerings, IPOs, Private firms, SEC, Securities regulation, Small firms, Underpricing, Underwriting Which Antitakover Provisions Matter? Posted by Jonathan M. Karpoff (University of Washington), Robert J. Schonlau (Brigham Young University), and Eric W. Wehrly (Western Washington University), on Saturday, April 28, 2018 […]

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Open Letter Regarding Consultation on the Treatment of Unequal Voting Structures in the MSCI Equity Indexes

Mr. Baer Pettit President MSCI, Inc. Ten Bishops Square, Ninth Floor London E1 6EG United Kingdom Re: Open Letter Regarding Consultation on the Treatment of Unequal Voting Structures in the MSCI Equity Indexes Dear Mr. Pettit: BlackRock, Inc. (together with its affiliates, “BlackRock”) appreciates the opportunity to comment on MSCI’s Consultation on the Treatment of […]

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SEC’s Proposed Standard of Conduct for Investment Advisors

On April 18, 2018, the SEC issued a release (the “Release”), entitled, “Proposed Commission Interpretation Regarding Standard of Conduct for Investment Advisers” (the “Adviser Conduct Proposal”), along with a request for comment on “Enhancing Investment Adviser Regulations.” The Release was issued in connection with two proposed rules that came out the same day: (1) the […]

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The Supreme Court’s Cyan Decision and What Happens Next

On March 20, 2018, the Supreme Court decided Cyan, Inc. v. Beaver County Employees Retirement Fund (“Cyan”), ruling unanimously that, under the Securities Litigation Uniform Standards Act (“SLUSA”), class actions under the Securities Act of 1933 (“’33 Act”) (1) may be brought in state court, and (2) are not removable to federal court. The decision […]

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Department of Labor Cautionary Tone on ESG-Related Activities

With shareholder proposals regarding ESG and sustainability matters becoming the most common kind of proposal, proxy advisory firm ISS marketing a new “Environmental & Social QualityScore” product for rating public companies, asset managers developing ESG-related guidelines and voting policies, and significant activist and investor fundraising efforts underway with ESG-linked themes, the U.S. Department of Labor […]

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Busy Directors and Firm Performance: Evidence from Mergers

In my article, Busy Directors and Firm Performance: Evidence from Mergers, forthcoming in the Journal of Financial Economics, I study directors’ concurrent service on boards of multiple companies. More than 20% of directors in S&P1500 companies hold multiple board seats and nearly 85% of S&P1500 firms share at least one director with other S&P1500 firms. […]

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Missing Pieces Report: The 2016 Board Diversity Census of Women and Minorities on Fortune 500 Boards

Shifting demographics in the United States have brought diversity to the forefront of issues on the minds of c-suite executives and corporate boards. As the population of the United States continues to diversify, companies may need to determine ways to gain more diversity of thought, experience, and background in both management as well as the […]

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