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

Women on Boards in Finance and STEM Industries

Our forthcoming article in the American Economic Review (May Issue), Women on boards in Finance and STEM industries, is the first in a series of papers in which we connect two policy debates that are usually conducted separately: the debate about women’s underrepresentation in STEM fields and the debate about women’s underrepresentation on corporate boards (see also Adams […]

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The New York Banking Regulator’s New AML and Sanctions Rule

Following Maria Vullo’s confirmation as Superintendent earlier this month, the New York Department of Financial Services (“DFS”) yesterday finalized its closely watched proposed regulation on anti-money laundering (AML) monitoring and sanctions screening requirements for banks, branches, and other covered entities. According to DFS, the final regulation is motivated by its identification, through investigations, of shortcomings […]

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Key Takeaways from the Fed’s 2016 Dodd-Frank Stress Tests

Large banks will be less constrained in returning capital to shareholders based on this year’s Dodd-Frank Act Stress Test (DFAST). The DFAST results published last Thursday are the Federal Reserve’s (Fed) first stress test results released in 2016. On June 29th, the Fed will release the more important Comprehensive Capital Analysis and Review (CCAR) results. […]

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Shareholder Proposal Developments During the 2016 Proxy Season

This post provides an overview of shareholder proposals submitted to public companies for 2016 shareholder meetings, including statistics, notable decisions from the staff of the Securities and Exchange Commission on no-action requests, and information about litigation regarding shareholder proposals. All shareholder proposal data in this post is as of June 1, 2016 unless otherwise indicated.

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Deposit Insurance: Savior or Subsidy?

The insurance of bank liabilities began as an American experiment in a handful of states during the early-to-mid 19th century. The early state liability insurance systems disappeared by the 1860s, but a second wave of systems arose in the early 20th and U.S. federal deposit insurance was enacted in 1933. Worldwide, bank liability insurance remained […]

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Weekly Roundup: July 1–July 7, 2016

The Indispensability of the Shareholder Value Corporation Posted by Marc Moore, University of Cambridge, on Friday, July 1, 2016 Tags: Benefit corporation, Corporate forms, Dual-class stock, Legal systems, Ownership structure, Public firms, Public interest, Shareholder power, Shareholder primacy, Shareholder value Dell: Appraisal Award and Merger Price Posted by Gail Weinstein, Fried, Frank, Harris, Shriver & […]

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Settlement Agreements with Activist Investors—the Latest Entrenchment Device?

An increase in settlements between public companies and activist investors that have targeted a campaign against a company has been widely reported. An increase in the speed with which these settlements occur—meaning the number of days a settlement is reached after an activist initiates a campaign—has also been widely reported. Some commentators attribute increased settlements […]

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DGCL: Appraisal Actions and “Intermediate-Form” Mergers

On June 16, 2016, Delaware Governor Jack Markell signed into law House Bill 371, which amends the Delaware General Corporation Law (DGCL) with respect to, among other things, appraisal proceedings and “intermediate-form” mergers. Specifically, the bill amends Section 262 of the DGCL to limit de minimis appraisal claims and to provide surviving corporations with the […]

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CEO Materialism and Corporate Social Responsibility

Fortune Global 500 firms spend over $15 billion a year on corporate philanthropy and countless hours and dollars on a host of social responsibility (CSR) activities. Corporate social responsibility refers to “managements’ obligation to set policies, make decisions and follow courses of action beyond the requirements of the law that are desirable in terms of […]

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The HLS Forum is Now on LinkedIn and Facebook

The Harvard Law School Forum on Corporate Governance and Financial Regulation is pleased to announce that readers can now access our daily blog posts on LinkedIn and Facebook. Readers are encouraged to follow us on LinkedIn or to like the Forum’s page on Facebook to receive updates on our daily posts and stay up to date on the […]

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