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Program on Corporate Governance Advisory Board
- Peter Atkins
- David Bell
- Kerry E. Berchem
- Richard Brand
- Daniel Burch
- Paul Choi
- Jesse Cohn
- Arthur B. Crozier Christine Davine
- Renata J. Ferrari
- Andrew Freedman
- Ray Garcia
- Byron Georgiou
- Joseph Hall
- Jason M. Halper William P. Mills
- David Millstone
- Theodore Mirvis
- Philip Richter
- Elina Tetelbaum
- Sebastian Tiller
- Marc Trevino Jonathan Watkins
- Steven J. Williams
HLS Faculty & Senior Fellows
Author Archives: Harvard Law School Forum on Corporate Governance and Financial Regulation
Reporting, Accounting, and Auditing in Financial Markets
You may not hear this too often from people outside your profession, but I have always had a passion for accounting and auditing. I think this has its roots in the time I spent with my father, who was a CPA and the CFO of a publicly-held company; he helped me begin to understand just […]
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Posted in Accounting & Disclosure, Practitioner Publications, Regulators Materials, Speeches & Testimony
Tagged Accounting, Accounting standards, Audits, Disclosure, FASB, Financial reporting, IASB, PCAOB, Reporting regulation, SEC, Securities regulation
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Corporate Governance, Incentives, and Tax Avoidance
There has been a recent surge in research that seeks to understand the sources of variation in tax avoidance (e.g., Shevlin and Shackelford, 2001; Shevlin, 2007; Hanlon and Heitzman, 2010). The benefits of tax avoidance can be economically large (e.g., Scholes et al., 2009) and tax avoidance can be a relatively inexpensive source of financing […]
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Posted in Academic Research, Accounting & Disclosure
Tagged Corporate governance, Incentives, Management, Risk-taking, Tax avoidance, Taxation
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PBGC Initiates Pension Plan Termination in Leveraged Acquisition
Buyers and sellers in typical leveraged buyouts of subsidiaries and divisions have long recognized that the Pension Benefit Guaranty Corporation (“PBGC”) could perceive its own interests as threatened in the transaction and, consequently, might choose to interfere with the parties’ bargain. This concern has to date been viewed as largely theoretical, as the PBGC typically […]
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Posted in Mergers & Acquisitions, Practitioner Publications
Tagged Buyouts, ERISA, Leveraged acquisitions, Pension funds
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Pay Harmony: Peer Comparison and Executive Compensation
In our paper, Pay Harmony: Peer Comparison and Executive Compensation, which was recently made publicly available on SSRN, we find evidence consistent with the presence of peer comparison influencing pay policies for executives inside firms. Our underlying approach is to measure changes in pay co-movement, disparity and productivity using a 1992 SEC ruling that mandated […]
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Posted in Academic Research, Accounting & Disclosure, Executive Compensation
Tagged Compensation disclosure, Compliance and disclosure interpretation, Executive Compensation, Management, Pay for performance, Peer groups
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How Well Do You Know Your Shareholders?
ProxyPulse™ provides data and analysis on voting trends as the proxy season progresses. This first edition for the 2013 season covers the 549 annual meetings held between January 1, and April 23, 2013 and subsequent editions will incorporate May and June meetings. These reports are part of an ongoing commitment to provide valuable benchmarking data […]
Click here to read the complete postEquator Principles III Enters Into Force This June
In the last 10 years, the Equator Principles or EPs have emerged as the industry standard for financial institutions to assess social and environmental risk in the project finance market. The EPs – which are based on the International Finance Corporation or IFC’s performance standards on social and environmental sustainability and the World Bank’s environmental, […]
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Posted in Banking & Financial Institutions, Corporate Social Responsibility, Practitioner Publications
Tagged Compliance & ethics, Corporate Social Responsibility, Environmental disclosure, Financial institutions, Financing conditions, International governance
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Can Attorneys Be Award-Seeking SEC Whistleblowers?
This is a primer on attorneys as award-seeking SEC whistleblowers. It digests the relevant law and explains how it applies in real situations. That law includes the SEC attorney conduct and whistleblower award rules and each state’s ethics rules applicable to attorney disclosure. Fully assessing a particular situation will often require referring to the relevant […]
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Posted in Accounting & Disclosure, Practitioner Publications, Securities Litigation & Enforcement, Securities Regulation
Tagged Attorney-client privilege, Choice of Law, Compliance & ethics, Disclosure, Jurisdiction, Public firms, SEC, Securities enforcement, SOX, State law, Whistleblowers
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Independent Directors’ Dissent on Boards
Independent directors are an integral part of corporate governance. Despite the copious scholarly debates surrounding board independence, little progress has been made in studying the inner workings of public boards. Taking China as an empirical site, in our paper, Independent Directors’ Dissent on Boards: Evidence from Listed Companies in China, which was recently made publicly […]
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Posted in Academic Research, Boards of Directors, Empirical Research, International Corporate Governance & Regulation
Tagged Board independence, Boards of Directors, China, International governance
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Too Early to Tell if Dodd-Frank Ends “Too Big To Fail”
The debate regarding “too big to fail” (“TBTF”) has reemerged as a focus of regulators, legislators and the media. We review the regulatory activity since the Dodd-Frank Act was enacted and show that new proposals intended to address TBTF tend to put the policy cart before the regulatory implementation horse. By our count, regulators have […]
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