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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
- Byron Georgiou
- Joseph Hall
- Jason M. Halper William P. Mills
- David Millstone
- Theodore Mirvis
- Philip Richter
- Elina Tetelbaum
- Sebastian Tiller
- Marc Trevino
- Steven J. Williams
HLS Faculty & Senior Fellows
Author Archives: Harvard Law School Forum on Corporate Governance and Financial Regulation
President Trump’s Dangerous CHOICE
During his campaign, Donald Trump promised a near-dismantling of the Dodd-Frank Act, the core piece of financial reform legislation enacted following the 2007-2008 financial crisis. He doubled down on that promise once in office, vowing to both “do a big number” on and give “a very major haircut” to Dodd-Frank. In early February, he took […]
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Posted in Banking & Financial Institutions, Financial Crisis, Financial Regulation, Legislative & Regulatory Developments, Practitioner Publications
Tagged Banks, Capital markets, CHOICE Act, Consumer protection, Deregulation, Dodd-Frank Act, Donald Trump, Financial crisis, Financial institutions, Financial reform, Financial regulation, Investor protection
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Proxy Voting Conflicts—Asset Manager Conflicts of Interest in the Energy and Utility Industries
While shareholder resolutions calling on companies to proactively address the risks to investors from climate change received unprecedented levels of support last year, despite their mainstream acceptance by investors, asset managers including JP Morgan, Fidelity, Vanguard, BlackRock, and BNY Mellon frequently voted in favor of management and failed to support the resolutions. In a new […]
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Posted in Accounting & Disclosure, Boards of Directors, Corporate Elections & Voting, Corporate Social Responsibility, Practitioner Publications
Tagged Agency costs, Asset management, Boards of Directors, Climate change, Conflicts of interest, Disclosure, Environmental disclosure, ESG, Executive Compensation, Institutional Investors, Proxy voting, Shareholder proposals, Shareholder voting, Sustainability
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The Emerging Need for Cybersecurity Diligence in M&A
Cybercrime has emerged as one of the foremost threats a company faces. As a result of a few keystrokes, a company may find its customers’ data sold on the dark web, its intellectual property in the hands of a competitor or its operations paralyzed by ransomware. It should come as little surprise, then, that cybersecurity […]
Click here to read the complete postThe Departing Remarks of Federal Reserve Governor Daniel K. Tarullo
Tomorrow [April 5, 2017] is my last day at the Federal Reserve. So in this, my final official speech, it seems appropriate to offer a broad perspective on how financial regulation changed after the crisis. In a moment, I shall offer a few thoughts along these lines. Then I am going to address in some […]
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Posted in Banking & Financial Institutions, Financial Crisis, Practitioner Publications, Regulators Materials, Speeches & Testimony
Tagged Banks, Broker-dealers, Capital requirements, Dodd-Frank Act, Federal Reserve, Financial crisis, Financial institutions, Financial regulation, G-SIB, Liquidity, Proprietary trading, Prudence, Risk, Risk management, Risk oversight, SIFIs, Stress tests, Systemic risk, Too big to fail, Volcker Rule
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Of Snitches and Riches: Optimal IRS and SEC Whistleblower Rewards
The past decade has seen a dramatic shift in the enforcement of U.S. tax and securities laws away from reliance on public administrative agents and towards the use of paid whistleblowers. Traditionally, violations of tax law were detected by IRS auditors and agents, who reviewed tax returns and conducted investigations. Similarly, violations of securities law […]
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Posted in Academic Research, Accounting & Disclosure, Empirical Research, Securities Litigation & Enforcement
Tagged Compliance & ethics, Disclosure, Financial reporting, Incentives, SEC, SEC enforcement, Securities enforcement, Whistleblowers
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Delaware Law Amendments and the Maintenance of Corporate Records via Blockchain
On March 27, 2017, the Corporation Law Section of the Delaware State Bar Association (DSBA) approved proposed amendments to the Delaware General Corporation Law (DGCL) that had been proposed by the DSBA Corporation Law Council. This year’s amendments are intended to address blockchain maintenance of corporate records, the date of effectiveness of Section 203(b) opt-outs, […]
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Posted in Accounting & Disclosure, Corporate Elections & Voting, Legislative & Regulatory Developments, Mergers & Acquisitions, Practitioner Publications
Tagged Accounting, Blockchain, Books and records, Charter & bylaws, Cross-border transactions, Delaware law, DGCL, DGCL Section 203, DGCL Section 228, Financial technology, Information environment, Mergers & acquisitions, Shareholder voting
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Global Climate Change and Sustainability Financial Reporting: An Unstoppable Force with or without Trump
Climate Change and Sustainability Financial Reporting (CCSFR) is a complex, swiftly evolving, and now crucial area for issuers and capital providers globally. It has arrived front-and-center in global capital markets with the entrance of G20/Financial Stability Board (FSB) oversight. The Trump Administration’s resolute efforts to retract, revoke, or otherwise invalidate the climate protection progress made […]
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Posted in Accounting & Disclosure, Financial Regulation, Legislative & Regulatory Developments, Practitioner Publications, Securities Regulation
Tagged Capital markets, Climate change, Disclosure, Dodd-Frank Act, Donald Trump, Environmental disclosure, ESG, Financial regulation, Financial reporting, FSB, FSOC, SEC, SEC enforcement, SEC rulemaking, Securities regulation, Sustainability, US House
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Do the FASB’s Accounting and Reporting Standards Add Shareholder Value?
For four decades, the Financial Accounting Standards Board (FASB) has been the designated private sector organization for setting up standards governing financial reporting for corporate America. During this time, over 160 standards have been issued along with several supporting American Institute of Certified Public Accountants (AICPA) bulletins, which are interpretations and statements of positions intended […]
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Posted in Academic Research, Accounting & Disclosure, Empirical Research
Tagged Accounting, Accounting standards, CFOs, Compliance and disclosure interpretation, Disclosure, FASB, Financial reporting, Firm valuation, GAAP, Information asymmetries, Information environment, Market efficiency, Market reaction, Shareholder value
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Cybersecurity Trends for Boards of Directors
Cybersecurity has in recent years become an integral component of a board’s role in risk oversight, but directors often find themselves in unfamiliar territory when it comes to formulating policies and oversight processes that address cybersecurity risk. It can be especially challenging for directors to identify upcoming risks and avoid focusing too much on yesterday’s […]
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Posted in Accounting & Disclosure, Boards of Directors, Practitioner Publications, Securities Regulation
Tagged Accounting, Boards of Directors, Compliance and disclosure interpretation, Cybersecurity, Disclosure, Insurance, Oversight, Risk, Risk management, Risk oversight, SEC, Securities regulation, Whistleblowers
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