-
Supported By:
Subscribe or Follow
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
Audit Committee Reporting to Shareholders
Ernst & Young supports effective audit committees and believes that audit committee transparency can promote greater investor confidence in financial reporting. A number of companies currently disclose more information about their audit committees than is required under relevant rules. With this post, we seek to alert audit committees and other stakeholders to current disclosure practices, […]
Click here to read the complete postThe Changing Landscape of the CFTC’s Enforcement Actions
During the past four years, the Commodity Futures Trading Commission (“CFTC” or the “Commission”) has substantially expanded its regulatory reach and flexed stronger enforcement muscles. Since 2010, the CFTC has dramatically increased its annual enforcement action totals, and has imposed record high financial penalties on significant market participants. In 2011 and 2012, the CFTC filed […]
Click here to read the complete post
Posted in Derivatives, Financial Regulation, Practitioner Publications
Tagged CFTC, Derivatives, Dodd-Frank Act, Futures, Swaps
Comments Off on The Changing Landscape of the CFTC’s Enforcement Actions
Breaking Bankruptcy Priority: How Rent-Seeking Upends the Creditors’ Bargain
Frederick Tung and I recently posted “Breaking Bankruptcy Priority: How Rent-Seeking Upends the Creditors’ Bargain,” to SSRN. It is scheduled to appear in Virginia Law Review later this year. In “Breaking Bankruptcy Priority,” we examine the stability of bankruptcy’s priority structure. Overall, bankruptcy reallocates value in a faltering firm. The bankruptcy apparatus eliminates some claims […]
Click here to read the complete post
Posted in Academic Research, Bankruptcy & Financial Distress, HLS Research
Tagged Bankruptcy, Rent-seeking, Restructurings
Comments Off on Breaking Bankruptcy Priority: How Rent-Seeking Upends the Creditors’ Bargain
FSOC Designation: Consequences for Nonbank SIFIS
Treasury officials have recently suggested that the Financial Stability Oversight Council (FSOC) may soon designate the first round of systemically significant nonbank financial companies (Nonbank SIFIs). In March, Under Secretary for Domestic Finance Miller and Deputy Assistant Secretary for the FSOC Gerety stated that designations could occur “in the next few months.” Moreover, the Board […]
Click here to read the complete post
Posted in Banking & Financial Institutions, Financial Regulation, Practitioner Publications
Tagged Dodd-Frank Act, FDIC, Federal Reserve, Financial institutions, Financial regulation, FSOC, SIFIs
Comments Off on FSOC Designation: Consequences for Nonbank SIFIS
Financing Through Asset Sales
In our paper, Financing Through Asset Sales, which was recently made publicly available on SSRN, we analyze a source of financing that is first-order in reality but relatively unexplored in the literature — selling non-core assets such as a division or a plant. Asset sales are substantial in practice: in 2010, there were $133bn of […]
Click here to read the complete post
Posted in Academic Research
Tagged Asset management, Equity capital, Information asymmetries
Comments Off on Financing Through Asset Sales
Proposed Rules for Global Derivatives Market
Today [May 1, 2013], the Commission considers issuing a release proposing rules and interpretive guidance applicable to certain market intermediaries, participants, clearing agencies, data repositories, and trade execution facilities that are involved in cross-border transactions of security-based swaps. The proposed release is over 1,000 pages, contains over 2,000 footnotes, and requests comments on more than […]
Click here to read the complete post
Posted in Derivatives, International Corporate Governance & Regulation, Practitioner Publications, Regulators Materials, Securities Regulation, Speeches & Testimony
Tagged Derivatives, Dodd-Frank Act, International governance, SEC, SEC rulemaking, Securities regulation, Swaps, Systemic risk, Transparency
Comments Off on Proposed Rules for Global Derivatives Market
Challenges Facing the Audit Profession and PCAOB Initiatives
As you know, over the past couple of years, together with the board members and staff of the Public Company Accounting Oversight Board, I have been working to enhance the reliability of the external audit function and its usefulness to U.S. capital markets. I will start off with an overview of some of the more […]
Click here to read the complete post
Posted in Accounting & Disclosure, Practitioner Publications, Regulators Materials, Speeches & Testimony
Tagged Accounting, Audit committee, Audits, Capital markets, General governance, PCAOB, Public firms
Comments Off on Challenges Facing the Audit Profession and PCAOB Initiatives
Court Dismisses Insider Preference Claims Against Affiliates of Goldman Sachs
Firms offering comprehensive financial services scored a significant victory on April 9, 2013, when Judge Robert Sweet of the United States District Court for the Southern District of New York dismissed Capmark Financial Group Inc.’s (“Capmark”) insider preference action against four lender affiliates of The Goldman Sachs Group, Inc. (“Goldman Sachs”), which arose out of […]
Click here to read the complete post
Posted in Banking & Financial Institutions, Bankruptcy & Financial Distress, Court Cases, Practitioner Publications
Tagged Bankruptcy, Debtor-creditor law, Financial institutions, Goldman Sachs, U.S. federal courts
Comments Off on Court Dismisses Insider Preference Claims Against Affiliates of Goldman Sachs
Supreme Court: Presumption Against Extraterritoriality Applies to Alien Tort Statute
On April 17, 2013, the Supreme Court issued its decision in Kiobel v. Royal Dutch Petroleum Co., __ U.S. __ (2013), addressing the scope of the Alien Tort Statute, 28 U.S.C. § 1350 (“ATS”). In Kiobel, the Court sharply limited the availability of U.S. courts to hear claims brought by foreign nationals against other foreign […]
Click here to read the complete post
Posted in Court Cases, International Corporate Governance & Regulation, Practitioner Publications
Tagged Extraterritoriality, Human rights, International governance, Royal Dutch Shell, Supreme Court
Comments Off on Supreme Court: Presumption Against Extraterritoriality Applies to Alien Tort Statute
M&A Representations and Warranties Insurance: Tips for Buyers and Sellers
No less than two years ago, had one tried to initiate a conversation with a Private Equity Sponsor or an M&A lawyer regarding M&A “reps and warranties” insurance (i.e., insurance designed to expressly provide insurance coverage for the breach of a representation or a warranty contained in a Purchase and Sale Agreement, in addition to […]
Click here to read the complete post
Posted in Mergers & Acquisitions, Practitioner Publications
Tagged Bidders, Deal protection, Insurance
Comments Off on M&A Representations and Warranties Insurance: Tips for Buyers and Sellers