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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 Christine Davine
- Renata J. Ferrari
- Andrew Freedman
- Ray Garcia
- Byron Georgiou
- Joseph Hall
- Jason M. Halper William P. Mills
- David Millstone
- Theodore Mirvis
- Philip Richter
- Elina Tetelbaum
- Sebastian Tiller
- Marc Trevino Jonathan Watkins
- Steven J. Williams
HLS Faculty & Senior Fellows
Author Archives: Harvard Law School Forum on Corporate Governance and Financial Regulation
How a CEO’s Cultural Background Impacts Firm Performance
Understanding if our individual cultural backgrounds shape the everyday decisions we make is a topic of great interest and resurgent public debate. The commercial success of genealogy websites such as ancestry.com and television shows such as “Who Do You Think You Are” bear testimony to importance that the public attach to knowing who their ancestors […]
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Posted in Academic Research, Banking & Financial Institutions, Comparative Corporate Governance & Regulation
Tagged Banks, Capital allocation, Corporate culture, Financial institutions, Firm performance, Human capital, Management, Managerial style
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Do Director Networks Improve Managerial Learning from Stock Prices?
Like financial markets, director networks serve as a conduit of information exchange and managers may access a wealth of information from the network through their boards’ connections. In this paper, we address several questions. Do director networks improve managerial learning from financial markets? Does corporate governance affect the extent to which managers utilize the information […]
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Posted in Academic Research, Boards of Directors, Empirical Research
Tagged Board communication, Boards of Directors, Decision-making, Executive performance, Firm performance, Information environment, Management, Signaling, Social networks, Stock performance
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Cybersecurity: The SEC’s Wake-up Call to Corporate Directors
The U.S. Securities and Exchange Commission’s (“SEC”) recently issued guidance for public companies on cybersecurity-related disclosures has garnered a great deal of attention for what it says about the threat and risk that cybersecurity presents for public companies—large and small (the “2018 Guidance”). With cyber-incidents capturing headlines around the world with increasing frequency, businesses and […]
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Posted in Accounting & Disclosure, Boards of Directors, Practitioner Publications, Securities Litigation & Enforcement, Securities Regulation
Tagged Boards of Directors, Cybersecurity, Disclosure, Financial reporting, Risk, Risk management, Risk oversight, SEC, SEC enforcement, Securities enforcement, Securities regulation
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Replacing Executive Equity Compensation: The Case for Cash for Long-Term Performance
In a new paper, Replacing Executive Equity Compensation: The Case for Cash for Long-Term Performance, I reconsider the way in which corporate executives in U.S. public firms are paid for long-term performance. Paying top executives in equity (stock and stock options) is the most significant reform of executive compensation in our generation, universally welcomed not […]
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Posted in Academic Research, Executive Compensation
Tagged Agency costs, Equity-based compensation, Executive Compensation, Insider trading, Management, Pay for performance
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What is the Impact of Successful Cyberattacks on Target Firms?
Despite the widespread recognition of emerging threats posed by cyber risk and its importance as a new type of risk, there is little evidence on how successful cyberattacks affect corporations. In particular, we know little about which types of firms are more likely to experience cyberattacks, and how such attacks affect target firm shareholder wealth, […]
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Posted in Academic Research, Accounting & Disclosure, Boards of Directors, Empirical Research, Executive Compensation
Tagged Board oversight, Cash flows, Cybersecurity, Equity-based compensation, Executive Compensation, Firm valuation, Leverage, Market reaction, Privacy, Public firms, Risk management, Risk-taking, Shareholder value, Target firms
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Weekly Roundup: March 23–29, 2018
Traceable Shares and Corporate Law Posted by George S. Geis (University of Virginia), on Friday, March 23, 2018 Tags: Accounting, Beneficial owners, Blockchain, Boards of Directors, Class actions, Clearing houses, Corporate liability, Financial technology, Misconduct, Ownership, Securities litigation, Shareholder rights, Shareholder suits, Shareholder voting Corporations and the Culture Wars Posted by David A. Katz and Laura A. McIntosh, Wachtell, Lipton, Rosen & Katz, on Friday, March 23, 2018 Tags: Accountability, Boards of Directors, Corporate […]
Click here to read the complete postEmerging Trends in S&P 500 Pay Ratio Disclosures
As the 2018 proxy season is now gaining full speed, the first group of the required CEO-to-median employee pay ratio disclosures have made their eagerly-awaited debut. Gibson Dunn has been tracking all required pay ratio disclosures by S&P 500 and Fortune 100 companies and, while still early, there are a number of key observations and […]
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Posted in Accounting & Disclosure, Executive Compensation, Practitioner Publications
Tagged Compensation disclosure, Compensation ratios, Dodd-Frank Act, Executive Compensation, Financial reporting, Proxy disclosure, Securities regulation
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Caremark and Compliance: A Twenty Year Lookback
In nearly all narratives of how compliance has grown as a legal subject and field of practice in the last two decades, the Delaware Chancery Court’s decision in In re Caremark plays a featured role. Chancellor Allen’s opinion predicted the abandonment of the Delaware Supreme Court’s older and heavily criticized approach in Graham v. Allis-Chalmers, […]
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Posted in Academic Research, Accounting & Disclosure, Boards of Directors, Court Cases
Tagged Boards of Directors, Compliance & ethics, Corporate crime, Corporate liability, Delaware articles, Delaware cases, Delaware law, Derivative suits, In re Caremark, Misconduct, Shareholder suits
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