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Program on Corporate Governance Advisory Board
- William Ackman
- Peter Atkins
- David Bell
- Kerry E. Berchem
- Richard Brand
- Daniel Burch
- Paul Choi
- Jesse Cohn
- Arthur B. Crozier Christine Davine
- Renata J. Ferrari
- John Finley
- Andrew Freedman
- Ray Garcia
- Byron Georgiou
- Joseph Hall
- Jason M. Halper
- Paul Hilal
- Carl Icahn William P. Mills
- David Millstone
- Theodore Mirvis
- Philip Richter
- Elina Tetelbaum
- Sebastian Tiller
- Marc Trevino Jonathan Watkins
- Steven J. Williams
- Daniel Wolf
HLS Faculty & Senior Fellows
Author Archives: Harvard Law School Forum on Corporate Governance and Financial Regulation
Heightened Activist Attacks on Boards of Directors
This has been called “the heyday of hedge fund activism,” and it is certainly true that today boards of directors must constantly be vigilant to the many and varied ways in which activist investors can approach a target. Commencing a proxy fight long has been an activist tactic, but it is now being used in […]
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Posted in Boards of Directors, Court Cases, Practitioner Publications, Private Equity
Tagged Blockholders, Boards of Directors, Delaware cases, Hedge funds, Hostile takeover, Pershing Square, Poison pills, Proxy fights, Schedule 13D, Shareholder activism, Takeover defenses, Third Point
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Strengthening Money Market Funds to Reduce Systemic Risk
Today [July 23, 2014], the Commission considers adopting long-considered reforms to the rules governing money market funds. I commend the hard work of the staff, particularly the Division of Investment Management and the Division of Economic and Risk Analysis (“DERA”), who worked tirelessly to present these thoughtful and deliberate amendments. It is well known that […]
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Posted in Practitioner Publications, Regulators Materials, Securities Regulation, Speeches & Testimony
Tagged Financial crisis, Money market funds, SEC, SEC rulemaking, Securities regulation, Systemic risk, Transparency
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Embracing Sponsor Support in Money Market Fund Reform
Money market funds (MMFs) have, since the 2008 financial crisis, been deemed part of the nefarious shadow banking industry and targeted for regulatory reform. In my paper, The Broken Buck Stops Here: Embracing Sponsor Support in Money Market Fund Reform, I critically evaluate the logic behind current reform proposals, demonstrating that none of the proposals […]
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Posted in Academic Research, Banking & Financial Institutions, Financial Crisis, Financial Regulation, Securities Regulation
Tagged Financial crisis, Financial institutions, Financial reform, Financial regulation, Money market funds, Mutual funds, Securities regulation, Shadow banking, Systemic risk
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Delaware Public Benefit Corporations 90 Days Out: Who’s Opting In?
On August 1, 2013, amendments to the Delaware General Corporation Law (DGCL) became effective, allowing entities to incorporate as a public benefit corporation, a new corporate form that requires managers to produce a public benefit and balance shareholders’ financial interests with the best interests of stakeholders materially affected by the corporation’s conduct. In my paper, […]
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Posted in Academic Research, Corporate Social Responsibility
Tagged Benefit corporation, Corporate Social Responsibility, Delaware law, DGCL, Incorporations, Public benefit corporations, Public interest, Sustainability
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Do Activist Hedge Funds Really Create Long Term Value?
About a year ago, Professor Lucian Bebchuk took to the pages of the Wall Street Journal to declare that he had conducted a study that he claimed proved that activist hedge funds are good for companies and the economy. Not being statisticians or econometricians, we did not respond by trying to conduct a study proving […]
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Posted in Practitioner Publications
Tagged Bebchuk-Brav-Jiang study, Hedge funds, Long-Term value, Lucian Bebchuk, Shareholder activism, Short-termism
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Dodd-Frank At 4: Where Do We Go From Here?
Where do we go from here? As we mark another milestone in regulatory reform with the fourth anniversary of the enactment of the Dodd-Frank Act, it strikes us that although most studies required to be undertaken by the Act have been released and final rules have been promulgated addressing many of the most important regulatory […]
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Posted in Banking & Financial Institutions, Financial Crisis, Financial Regulation, Practitioner Publications, Securities Regulation
Tagged Banks, CFTC, Dodd-Frank Act, Federal Reserve, Financial crisis, Financial institutions, Financial reform, Financial regulation, OCC, SEC, Securities regulation, Volcker Rule
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Monitoring the Monitors
Drawing on insights from the literatures on street-level bureaucracy and on regulatory and audit design, our paper, Monitoring the Monitors: How Social Factors Influence Supply Chain Auditors, which was recently made publicly available on SSRN, theorizes and tests the factors that shape the practices of private supply chain auditors. We find that audits are conducted […]
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Posted in Academic Research, Accounting & Disclosure, Corporate Social Responsibility
Tagged Audits, Compliance & ethics, Conflicts of interest, Corporate Social Responsibility, Environmental disclosure
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Statement on the Anniversary of the Dodd-Frank Act
The fourth anniversary of the passage of the Dodd-Frank Act provides an opportunity to reflect on why the Act was passed, how the SEC has used the Act to promote financial stability and protect American investors, and what remains to be completed. The financial crisis was devastating, resulting in untold losses for American households and […]
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Posted in Financial Crisis, Financial Regulation, Practitioner Publications, Regulators Materials, Securities Regulation
Tagged Dodd-Frank Act, Financial crisis, Financial reform, Financial regulation, SEC, Securities regulation, Volcker Rule
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Banks: Parallel Disclosure Universes and Divergent Regulatory Quests
Legal and economic issues involving mandatory public disclosure have centered on the appropriateness of either Securities and Exchange Commission (SEC) rules or the D.C. Circuit review of SEC rule-making. In this longstanding disclosure universe, the focus has been on the ends of investor protection and market efficiency, and implementation by means of annual reports and […]
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Posted in Academic Research, Accounting & Disclosure, Banking & Financial Institutions, Financial Regulation, Securities Regulation
Tagged Banks, Disclosure, Financial regulation, Investor protection, Market efficiency, Risk disclosure, SEC, Securities regulation, Systemic risk
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2014 Mid-Year Securities Enforcement Update
Our mid-year report one year ago presented an exciting opportunity to discuss a time of great change at the SEC. A new Chair and a new Director of Enforcement had recently assumed the reins and begun making bold policy pronouncements. One year later, things have stabilized somewhat. The hot-button issues identified early in the new […]
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Posted in Banking & Financial Institutions, Practitioner Publications, Securities Litigation & Enforcement
Tagged Broker-dealers, Corporate fraud, Financial institutions, Insider trading, Investment advisers, Misconduct, SEC enforcement, Securities enforcement, Securities fraud, Securities litigation, Settlements, Short sales, Whistleblowers
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