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HLS Faculty & Senior Fellows
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
- Joseph Hall
- Jason M. Halper William P. Mills
- David Millstone
- Theodore Mirvis
- Philip Richter
- Elina Tetelbaum
- Sebastian Tiller
- Marc Trevino
- Steven J. Williams
Author Archives: Harvard Law School Forum on Corporate Governance and Financial Regulation
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 postPolitics 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 […]
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Posted in Academic Research, Corporate Social Responsibility
Tagged Corporate Social Responsibility, Environmental disclosure, Human rights, Political spending
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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 […]
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Posted in Accounting & Disclosure, Corporate Social Responsibility, Practitioner Publications
Tagged Climate change, Compliance & ethics, Corporate Social Responsibility, Environmental disclosure, Shareholder communications, Sustainability
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ISS Advises Against By-Law Restricting Shareholder Compensation of Board Nominees
In proxy contests earlier this year involving the boards of Agrium Inc. (“Agrium”) and Hess Corporation (“Hess”), the compensation by activist shareholders of their proposed director nominees was heavily criticized both by the target boards and by third party commentators. The Agrium and Hess contests have given rise to a debate over the merits and […]
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Posted in Boards of Directors, Corporate Elections & Voting, Practitioner Publications
Tagged Boards of Directors, Charter & bylaws, Davies, Director nominations, ISS, Proxy advisors, Proxy contests, Shareholder activism, Shareholder nominations, Shareholder voting
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Who Is Responsible for Libor Rate-Fixing?
On December 4, the European Commission announced the imposition of €1.7 billion in fines on eight international banks for participation in cartels in euro- and yen-denominated interest-rate derivatives. The banks had conspired on submissions for euro and yen Libor rates, and the fines were imposed under European antitrust law. As EU Commissioner Joaquín Almunia said, […]
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Posted in Academic Research, Banking & Financial Institutions, Financial Regulation, International Corporate Governance & Regulation
Tagged Antitrust, Banks, Collusion, Corporate crime, Corporate fraud, DOJ, European Commission, Financial institutions, Financial regulation, Foreign banks, International governance, LIBOR, UK
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The Evolving Direction and Increasing Influence of Shareholder Activism
When we convened our Corporate Governance Symposium last year (October 2012), we highlighted the increasingly important role shareholders were playing in the corporate decision-making process, commenting as follows: “Over the course of the past year, we have continued to see shareholders making their voices heard, in some cases rather forcefully and effectively, on a broad […]
Click here to read the complete postAre Hedge Fund Managers Systematically Misreporting? Or Not?
The hedge fund industry has grown tremendously over the last two decades. While this growth is due to a number of factors, one explanation is that its performance-based compensation system creates incentives for managers to generate alpha. This incentive system, however, could also motivate some managers to manipulate net asset values or commit outright fraud. […]
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Posted in Academic Research, Accounting & Disclosure
Tagged Firm valuation, Fund managers, Hedge funds, Incentives, Misreporting, Performance measures, Risk
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Delaware Court: Corporation’s Own Stock Purchases not a “Business Combination”
In Activision Blizzard, Inc. v. Hayes, No. 497, 2013 (Del. Nov. 15, 2013), the Delaware Supreme Court addressed the question of whether the purchase by Activision Blizzard, Inc. (“Activision”) of shares of its own stock, as well as net operating loss carryforwards (“NOLs”), from Vivendi, S.A. (“Vivendi”) constituted a “merger, business combination or similar transaction” […]
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Posted in Court Cases, Mergers & Acquisitions, Practitioner Publications
Tagged Acquisition agreements, Class actions, Delaware cases, Delaware law, Shareholder suits
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