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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
Risk in the Boardroom
In a Director Note recently published, The Conference Board reviews current corporate practices on risk oversight by members of the board of directors of U.S. public companies. The study is based on findings from a survey of 359 SEC-registered business corporations conducted by The Conference Board in collaboration with NASDAQ OMX and NYSE Euronext. Data […]
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Posted in Boards of Directors, Practitioner Publications
Tagged Audit committee, Boards of Directors, Management, Public firms, Risk committee, Risk management, Risk oversight, The Conference Board
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The Non-Expert Agency: Using the SEC to Regulate Partisan Politics
The regulation of political speech, including the regulation of contributions and spending, is one of the most constitutionally delicate operations in which the government can engage. As the Supreme Court stated in Buckley v. Valeo, “[Political] contribution and expenditure limitations operate in an area of the most fundamental First Amendment activities. . . . [T]he […]
Click here to read the complete post2013 Women on Boards Survey
GMI Ratings’ 2013 Women on Boards survey includes data on 5,977 companies in 45 countries around the world. The results show that progress on most measures of female representation continues to be slow. Women now hold 11% of board seats at the world’s largest and best-known companies, up 0.5 percentage points from a year ago […]
Click here to read the complete postThe Relation between Equity Incentives and Misreporting
A large body of prior literature examines the relation between managerial equity incentives and financial misreporting but reports mixed results. This literature argues that a manager whose wealth is more sensitive to changes in stock price has a greater incentive to misreport. However, if managers are risk-averse and misreporting increases both equity values and equity […]
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Posted in Academic Research, Accounting & Disclosure, Executive Compensation
Tagged Equity offerings, Executive Compensation, Incentives, Management, Misreporting, Risk-taking
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Are Companies Connecting the Sustainability and Financial Disclosure Dots?
All U.S. S&P 500 companies except one report some form of sustainability disclosure. This widespread reporting indeed is good news. But, isolated sustainability disclosures have proven to be of limited value to corporate management trying to improve the bottom line, and for investors seeking to gauge risk and opportunity. New research from the Investor Responsibility […]
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Posted in Accounting & Disclosure, Corporate Social Responsibility, Practitioner Publications
Tagged Disclosure, Environmental disclosure, IRRC Institute, Public firms, Si2, Sustainability
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Compensation Committee and Adviser Implementation Begins July 1, 2013
As discussed in our previous memo, in January 2013, the SEC approved amendments to the NYSE and Nasdaq listing standards relating to compensation committees and their advisers. Unless they have already done so, companies should begin implementing the new requirements with respect to compensation committees and their advisers that take effect on July 1, 2013. […]
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Posted in Boards of Directors, Executive Compensation, Legislative & Regulatory Developments, Practitioner Publications, Securities Regulation
Tagged Board independence, Boards of Directors, Compensation committees, Compensation consultants, Executive Compensation, NASDAQ, NYSE, Public firms
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For Dimon and Board Leaders: Function Matters, Not Form
Editor’s Note: Ben W. Heineman, Jr. is a former GE senior vice president for law and public affairs and a senior fellow at Harvard University’s schools of law and government. This post is based on an article that appeared in the Harvard Business Review online. One of the dumbest corporate governance issues is whether to […]
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Posted in Banking & Financial Institutions, Boards of Directors, Corporate Elections & Voting, Op-Eds & Opinions
Tagged Banks, Boards of Directors, Financial institutions, JPMorgan, Lead directors, Management, Non-binding voting
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Audit Committee Elections
In our paper, Audit Committee Elections, which was recently made publicly available on SSRN, we examine whether and in what ways shareholder votes in the elections of directors who sit on the audit committee (AC) are associated with the effectiveness of the audit committee. Within the board, the audit committee is responsible for monitoring the […]
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Posted in Academic Research, Accounting & Disclosure, Boards of Directors, Corporate Elections & Voting
Tagged Accounting, Audit committee, Boards of Directors, Director qualifications, Internal control, Shareholder voting
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SEC Comment Letter: Shining Light on Corporate Political Spending
We recently submitted a comment letter in connection with a rulemaking petition, currently before the SEC, urging the development of rules to require public companies to disclose the use of corporate resources for political activities. The Petition was submitted by the Committee on Disclosure of Corporate Political Spending, a group of ten corporate and securities […]
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