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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
Carried Interests: Current Developments
The tax status of so-called “carried interests,” held by private equity fund sponsors (and benefitting, in particular, the individual managers of those sponsors) is the subject of this post. A decision by the U.S. Court of Appeals for the First Circuit holding that a private equity fund was engaged in a trade or business for […]
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Posted in Court Cases, Executive Compensation, Practitioner Publications, Private Equity, Securities Litigation & Enforcement
Tagged Capital gains, ERISA, Executive Compensation, Fund managers, Liability standards, Pension funds, Private equity, Securities litigation, Taxation, U.S. federal courts
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Gender Quotas for Corporate Boards
Gender quotas for corporate boards of directors have attracted attention in Europe, where a number of countries have enacted mandatory or voluntary quotas. In the United States, some activists, scholars, and policy makers have advocated quotas as a way to shatter the glass ceiling for women in business and (possibly) to improve corporate decisionmaking. The […]
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Posted in Academic Research, Boards of Directors
Tagged Boards of Directors, Diversity, Nonprofits, Taxation
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Update on the Halliburton Fraud-on-the-Market Case
As we have described in our prior posts and memos (here and here), in Halliburton Co. v. Erica P. John Fund, Inc., No. 13-317, the Supreme Court will decide whether or not to abandon the “fraud on the market” presumption of reliance that has facilitated class-action treatment of claims brought under Section 10(b) of the […]
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Posted in Court Cases, Practitioner Publications, Securities Litigation & Enforcement
Tagged Class actions, Erica John Fund v. Halliburton, Exchange Act, Fraud-on-the-Market, Halliburton, Rule 10b-5, Section 10(b), Securities damages, Securities fraud, Securities litigation, Supreme Court
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Regulation A+ Offerings—A New Era at the SEC
December 18, 2013 may well mark an historic turning point in the ability of small business to effectively access capital in the private and public markets under the federal securities regulatory framework. On that day the Commissioners of the U.S. Securities and Exchange Commission met in open session and unanimously authorized the issuance of proposed […]
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Posted in Accounting & Disclosure, Legislative & Regulatory Developments, Practitioner Publications, Securities Regulation
Tagged Blue sky laws, Capital formation, Crowdfunding, Disclosure, Exchange Act, Investor protection, JOBS Act, Private firms, Registration exemptions, Regulation A, Rule 506, SEC, SEC rulemaking, Securities regulation, Small firms, Solicitation, State law
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Managerial Risk Taking Incentives and Corporate Pension Policy
In our paper, Managerial Risk Taking Incentives and Corporate Pension Policy, forthcoming in the Journal of Financial Economics, we examine whether the compensation incentives of top management affect the extent of risk shifting versus risk management behavior in pension plans. The employee beneficiaries of a firm’s defined benefit pension plan hold claims on the firm similar to those […]
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Posted in Academic Research, Empirical Research, Executive Compensation
Tagged Equity-based compensation, ERISA, Executive Compensation, Incentives, Leverage, Managerial wealth, Moral hazard, Pension funds, Risk-taking
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NY Court: Claims for Breach of RMBS Representation & Warranties Accrue on Issuance
In an important decision last week, a New York appellate court ruled that claims for breach of representations and warranties made in connection with residential mortgage-backed securities (RMBS) accrue when the representations and warranties are made, which typically occurs when the securitization closes. ACE Securities Corp. v. DB Structured Products, Inc., No.650980/12 (N.Y. App. Div. […]
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Posted in Court Cases, Practitioner Publications, Securities Litigation & Enforcement
Tagged Asset-backed securities, Contracts, Mortgage lending, New York, R&W insurance, Securities litigation, U.S. federal courts
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A Theory of Debt Maturity
In our paper, A Theory of Debt Maturity: The Long and Short of Debt Overhang, forthcoming in the Journal of Finance, we study the effects of the debt maturity on current and future real investment decisions of an owner of equity (or a manager who is compensated by equity). Our analysis is based on debt overhang first […]
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Posted in Academic Research, Bankruptcy & Financial Distress
Tagged Debt, Debt maturity, Equity-based compensation, Firm valuation, Incentives
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Bebchuk Leads SSRN’s 2013 Citation Rankings
Statistics released publicly by the Social Science Research Network (SSRN) indicate that, as was the case for each of the six preceding years, Professor Lucian Bebchuk led SSRN citation rankings at the end of 2013. As of the end of December 2013, Bebchuk ranked first among all law school professors in all fields both in […]
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Posted in Academic Research, Program News & Events
Tagged Program on Corporate Governance, Rankings, SSRN
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