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

Rethinking Basic

Next spring, in the Halliburton case, the United States Supreme Court is expected to reconsider the Basic ruling that, twenty-five years ago, adopted the fraud-on-the-market theory and has since facilitated securities class action litigation. In a Harvard Law and Economics Discussion Paper that we recently issued, Rethinking Basic, we seek to contribute to the expected […]

Click here to read the complete post
Posted in Academic Research, Court Cases, HLS Research, Securities Litigation & Enforcement | Tagged , , , | Comments Off on Rethinking Basic

2013 Private Equity Year in Review

Private equity deal activity ebbed and flowed, often unexpectedly, in 2013. Despite some slow periods, strong debt and equity markets helped support first nine-months numbers that are well ahead of 2012, although Q4 2013 is unlikely to match Q4 2012, where activity was stimulated by anticipated changes in the tax laws. Successful sponsors again demonstrated […]

Click here to read the complete post
Posted in Mergers & Acquisitions, Practitioner Publications, Private Equity | Tagged , | Comments Off on 2013 Private Equity Year in Review

SIFIs and States

Today an enormous global civilization rests upon a jury-rigged financial frame rife with moral hazards, perverse incentives, and unintended consequences. This article, SIFIs and States, forthcoming in the Texas International Law Journal, addresses one aspect of that fragile structure. It argues for basic reform in the international management of financial institutions in distress, with a special […]

Click here to read the complete post
Posted in Academic Research, Banking & Financial Institutions, Financial Crisis, International Corporate Governance & Regulation | Tagged , , , , , , , , | Comments Off on SIFIs and States

Promoting Investor Protection in Small Business Capital Formation

Today [Dec. 18, 2013], the Commission proposes rules to implement Title IV of the JOBS Act. As mandated by that Act, the proposed rule would allow companies to issue a class of securities that are exempted from the registration and prospectus requirements of the Securities Act, provided that certain conditions are met. This is the […]

Click here to read the complete post
Posted in Practitioner Publications, Regulators Materials, Speeches & Testimony | Tagged , , , , , , , | Comments Off on Promoting Investor Protection in Small Business Capital Formation

Fed Outlines Proposals to Limit Short-Term Wholesale Funding Risks

On November 22, 2013, Federal Reserve Board Governor Daniel Tarullo delivered a speech at the Americans for Financial Reform and Economic Policy Institute outlining a potential regulatory initiative to limit short-term wholesale funding risks. [1] This proposal could increase capital requirements for and apply additional prudential standards to firms dependent on short-term funding, with a […]

Click here to read the complete post
Posted in Financial Regulation, Practitioner Publications | Tagged , , , , , , , , | Comments Off on Fed Outlines Proposals to Limit Short-Term Wholesale Funding Risks

Delaware vs. New York Governing Law

Among the many legalese-heavy paragraphs appearing under the “Miscellaneous” heading at the back of transaction agreements is a section that stipulates the laws of the state that will govern the purchase agreement as well as disputes relating to the deal. Often, it is coupled with a section that dictates which courts have jurisdiction over these […]

Click here to read the complete post
Posted in Comparative Corporate Governance & Regulation, Mergers & Acquisitions, Practitioner Publications | Tagged , , , , | Comments Off on Delaware vs. New York Governing Law

Top 10 Topics for Directors in 2014

U.S. public companies face a host of challenges as they enter 2014. Here is our list of hot topics for the boardroom in the coming year: 1. Oversee strategic planning amid continuing fiscal uncertainty and game-changing advances in information technology 2. Address cybersecurity 3. Set appropriate executive compensation as shareholders increasingly focus on pay for […]

Click here to read the complete post
Posted in Boards of Directors, Practitioner Publications | Tagged , , , , , , , | 1 Comment

Politics and Corporate Social Responsibility

In our paper, Are Red or Blue Companies More Likely to Go Green? Politics and Corporate Social Responsibility, forthcoming in the Journal of Financial Economics, we test the hypothesis that Democratic-leaning firms (i.e., firms with a higher proportion of Democratic stakeholders) are associated with more socially responsible policies than Republican-leaning firms. Our results can be […]

Click here to read the complete post
Posted in Academic Research, Corporate Social Responsibility | Tagged , , , | Comments Off on Politics and Corporate Social Responsibility

The Economics of Solicited and Unsolicited Credit Ratings

In our paper, The Economics of Solicited and Unsolicited Credit Ratings, forthcoming in the Review of Financial Studies, we develop a dynamic rational expectations model to address the question of why rating agencies issue unsolicited credit ratings and why these ratings are, on average, lower than solicited ratings. We analyze the implications of this practice for credit […]

Click here to read the complete post
Posted in Academic Research, Empirical Research | Tagged , , , | Comments Off on The Economics of Solicited and Unsolicited Credit Ratings

The Corporate Social Responsibility Report and Effective Stakeholder Engagement

Companies today are being called upon by their shareholders and other stakeholders to not only boost the bottom line, but also to help address some of the country’s most challenging problems, including those concerning economic development and the environment. While opinions differ on how responsibility should be allocated across the public and private sectors, corporate […]

Click here to read the complete post
Posted in Accounting & Disclosure, Corporate Social Responsibility, Practitioner Publications | Tagged , , , , , | Comments Off on The Corporate Social Responsibility Report and Effective Stakeholder Engagement