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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
The Role of the Media in Corporate Governance
In an open capital market economy, guided by market signals, firms (and their managers) play an important role in the allocation of capital. Zingales (2000) proposes that the media may also play a role, perhaps positive, perhaps negative, in guiding firms (and their managers) in making capital allocation decisions. Dyck and Zingales (2002) develop this […]
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Posted in Academic Research, Empirical Research, Mergers & Acquisitions
Tagged Capital allocation, Management, Market reaction, Merger announcements, Public perception
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Court: Private Equity Funds Potentially Liable for Portfolio Company Pensions
In December 2012, we published an Alert after a Federal District Court concluded that: (1) a private equity fund was not a “trade or business” for purposes of determining whether the fund could be liable under the Employee Retirement Income Security Act of 1974 (“ERISA”) for the pension obligations of one of its portfolio companies […]
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Posted in Court Cases, Practitioner Publications, Private Equity
Tagged Corporate liability, ERISA, Ownership, Pension funds, Private equity, U.S. federal courts
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“Pay for Investment”: Looking to the Long Term
Today’s post considers what might be done in the design of executive pay to encourage commitment by executives to the longer-term interests of their employers. A very interesting examination into design features in an incentive program that puts emphasis on long-term considerations of executive pay is contained in the proxy statement for Goldman Sachs. (Elements […]
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Posted in Executive Compensation, Practitioner Publications
Tagged Executive Compensation, Executive performance, Goldman Sachs, Incentives, Long-Term value, Management, Pay for performance
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Risk Oversight; Effective Board and Committee Leadership
Board oversight of risk and effective board and committee leadership are high priorities for virtually every board of directors. While success in these matters has always been essential to maintaining a high-performing board, how boards approach the risk oversight function and seek to maximize board and committee leadership continues to evolve. Strategic risks can threaten […]
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Posted in Boards of Directors, Practitioner Publications
Tagged Board leadership, Board turnover, Boards of Directors, Lead directors, Oversight, Risk, Risk disclosure, Risk oversight, Succession
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ISS Releases Survey for 2014 Policy Updates
Institutional Shareholder Services (“ISS”), the most influential proxy advisory firm, today launched its annual global policy survey. Each year, ISS solicits comments in connection with its review of its proxy voting policies. At the end of this process, in November 2013, ISS will announce its updated proxy voting policies applicable to 2014 shareholders’ meetings. Results […]
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Posted in Boards of Directors, Corporate Elections & Voting, Practitioner Publications
Tagged Boards of Directors, ISS, Proxy advisors, Proxy season, Proxy voting, Surveys
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Banks and Commodities Trading
On July 19, 2013, Barbara Hagenbaugh, a spokeswoman for the Board of Governors of the Federal Reserve System (Federal Reserve) made the surprising announcement that the Federal Reserve “is reviewing the 2003 determination that certain commodity activities are complementary to financial activities and thus permissible for bank holding companies.” The statement, upon which the Federal […]
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Posted in Banking & Financial Institutions, Financial Regulation, Practitioner Publications
Tagged Bank Holding Company Act, Banks, Commodities, Federal Reserve, Financial institutions, Financial regulation, Risk
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Current Thoughts About Activism
A long-term oriented, well-functioning and responsible private sector is the country’s core engine for economic growth, national competitiveness, real innovation and sustained employment. Prudent reinvestment of corporate profits into research and development, capital projects and value-creating initiatives furthers these goals. Yet U.S. companies, including well-run, high-performing companies, increasingly face: pressure to deliver short-term results at […]
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Business Roundtable CEOs, who lead major U.S. companies representing every sector of the economy, understand that well-conceived, science-based regulations are essential to protect human health and safety. Regulations can help ensure that businesses retain the capacity to innovate and simultaneously promote the health and welfare of our employees, customers and communities. But overlapping, conflicting and […]
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Posted in Financial Regulation, Legislative & Regulatory Developments, Practitioner Publications, Securities Regulation
Tagged Business Roundtable, Federal Reserve, Financial regulation, Regulators, SEC, SEC rulemaking, Securities regulation
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Alternatives to LIBOR
Revelations that bank traders attempted to manipulate LIBOR, the London Interbank Offer Rate, on a widespread and routine basis over the course of many years have rocked the global financial community and fueled international calls for reform. In response, the U.K. Government completely overhauled the governance of LIBOR, adopting in full the recommendations of the […]
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Posted in Academic Research, Banking & Financial Institutions, Financial Regulation, International Corporate Governance & Regulation
Tagged Banks, Financial institutions, Financial reform, Financial regulation, Interest, International governance, LIBOR, UK
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