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HLS Faculty & Senior Fellows
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
Integrated Alpha: The Future of ESG Investing
When making investment choices, a company’s adherence to ESG principles is one that we believe is becoming increasingly relevant in today’s climate. Our research shows that companies which exhibit these principles not only historically outperform ones that do not incorporate them into the company’s DNA, but may experience less downside risk also. Investors are looking […]
Click here to read the complete postThe Business Case for Clawbacks
In the world of corporate governance, a string of recent corporate scandals has highlighted the criticality of effective risk management and the potential financial and reputational harm that can result from inappropriate actions or ineffective oversight (see Figure 1). The executives of these companies received large pay packages for their stewardship and leadership, largely provided […]
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Posted in Accounting & Disclosure, Executive Compensation, Practitioner Publications, Securities Litigation & Enforcement
Tagged Accounting, Clawbacks, Dodd-Frank Act, Executive Compensation, Financial reporting, Materiality, Misreporting, Oversight, Pay for performance, Reputation, Risk management, Securities enforcement
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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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Posted in Boards of Directors, Executive Compensation, Practitioner Publications
Tagged Board composition, Boards of Directors, Diversity, Executive Compensation, Management
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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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Posted in Practitioner Publications, Securities Litigation & Enforcement, Securities Regulation, Speeches & Testimony
Tagged Broker-dealers, Capital markets, Conflicts of interest, Disclosure, Financial advisers, Investor protection, Retail investors, SEC, Securities enforcement, Securities regulation
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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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Posted in Accounting & Disclosure, Boards of Directors, Corporate Social Responsibility, International Corporate Governance & Regulation, Practitioner Publications
Tagged Accountability, Boards of Directors, Corporate Social Responsibility, DOL, ERISA, ESG, International governance, Long-Term value, Risk oversight, Stewardship, Sustainability
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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 […]
Click here to read the complete postThe 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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Posted in Court Cases, Practitioner Publications, Securities Litigation & Enforcement
Tagged Class actions, Jurisdiction, PSLRA, Securities enforcement, Securities litigation, SLUSA, State law, Supreme Court, U.S. federal courts
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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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Posted in Corporate Elections & Voting, Corporate Social Responsibility, Institutional Investors, Practitioner Publications, Securities Regulation
Tagged Asset management, Corporate Social Responsibility, DOL, Environmental disclosure, ERISA, ESG, Institutional Investors, Shareholder voting, Sustainability
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