-
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
Bank Regulation and Supervision in 180 Countries from 1999 to 2011
Motivating an investigation of bank regulation and supervision is easy. One can point to the global banking crisis of 2007-2009, the banking problems still plaguing many European countries in 2013, and the more than 100 systemic banking crises that have devastated economies around the world since 1970. All these crises reflect, at least partially, defects […]
Click here to read the complete post
Posted in Academic Research, Banking & Financial Institutions, Comparative Corporate Governance & Regulation, International Corporate Governance & Regulation
Tagged Banks, Financial institutions, Financial policies, Financial regulation, International governance, World Bank
Comments Off on Bank Regulation and Supervision in 180 Countries from 1999 to 2011
London Whale is the Cost of Too Big to Fail
Editor’s Note: Mark Roe is the David Berg Professor of Law at Harvard Law School, where he teaches bankruptcy and corporate law. This post is Professor Roe’s recent op-ed written for The Financial Times, which can be found here. The report by the US Senate staff on JPMorgan Chase’s “London Whale” trades, delivered last Friday, excoriates the […]
Click here to read the complete postAre All MOEs Created Equal?
With valuations stabilizing and the M&A market heating up, a rebirth of stock-for-stock deals, after a long period of dominance for all-cash transactions, may be in the offing. If this happens, we expect to see renewed use of the term “merger of equals” (MOE) to describe some of these all-equity combinations. As a starting point, […]
Click here to read the complete post
Posted in Mergers & Acquisitions, Practitioner Publications
Comments Off on Are All MOEs Created Equal?
Financial Services Act 2012: A New UK Financial Regulatory Framework
The Financial Services Act 2012 (the “Act”), which comes into force on 1 April 2013, contains the UK government’s reforms of the UK financial services regulatory structure and will create a new regulatory framework for the supervision and management of the UK’s banking and financial services industry. The Act gives the Bank of England macro-prudential […]
Click here to read the complete post
Posted in Banking & Financial Institutions, Financial Regulation, International Corporate Governance & Regulation, Practitioner Publications
Tagged Banks, Financial institutions, Financial policies, Financial reform, Financial regulation, Financial Services Authority, FSA, International governance, LIBOR, UK
Comments Off on Financial Services Act 2012: A New UK Financial Regulatory Framework
Corporate America and the SEC Should Reflect America
Recently I have had the privilege to speak at a number of forums to discuss the importance of diversity and inclusion in corporate America and in government agencies such as the SEC. I strongly believe that regulators and corporate America should reflect the broad range of American society. The following remarks are a compilation of […]
Click here to read the complete post
Posted in Boards of Directors, Practitioner Publications, Speeches & Testimony
Tagged Boards of Directors, Diversity, Public firms, SEC
Comments Off on Corporate America and the SEC Should Reflect America
Class Certification and Federal Jurisdiction under CAFA: Supreme Court Ruling
The United States Supreme Court ruled unanimously that a plaintiff’s pre-class certification stipulation, under which plaintiff committed not to seek damages on behalf of the proposed class in excess of $5,000,000 (the federal jurisdictional threshold under the Class Action Fairness Act (“CAFA”)), cannot bind absent class members and therefore cannot be used to defeat federal […]
Click here to read the complete post
Posted in Court Cases, Practitioner Publications
Tagged Class actions, Jurisdiction, Supreme Court, Swaps
Comments Off on Class Certification and Federal Jurisdiction under CAFA: Supreme Court Ruling
Shareholder Litigation Involving Mergers and Acquisitions: February 2013 Update
This report looks at litigation challenging M&A transactions, filed by shareholders of large U.S. public target companies. These lawsuits usually take the form of class actions. Plaintiff attorneys typically allege that the target’s board of directors violated its fiduciary duties by conducting a flawed sales process that failed to maximize shareholder value. Common allegations include […]
Click here to read the complete post
Posted in Mergers & Acquisitions, Practitioner Publications
Tagged Merger litigation, Public firms, Shareholder suits
Comments Off on Shareholder Litigation Involving Mergers and Acquisitions: February 2013 Update
The Supply and Demand for Safe Assets
In the recent NBER working paper, my co-author, Guillermo Ordoñez of the University of Pennsylvania, and I develop a model to examine the important role collateral plays in the economy. Where do safe assets come from? Empirical evidence suggests that the private sector creates more near riskless assets when the supply of government debt is […]
Click here to read the complete post
Posted in Academic Research, Banking & Financial Institutions, Financial Crisis
Tagged Asset-backed securities, Bonds, Collateral, Debt, Financial crisis
Comments Off on The Supply and Demand for Safe Assets
Delaware Federal Court Dismisses Say-on-Pay Case
Reaffirming that the advisory “say-on-pay” vote required by the Dodd-Frank Act cannot be used to attack directors’ executive compensation decisions, the United States District Court for the District of Delaware recently dismissed a derivative complaint brought after a negative say-on-pay vote. The court, applying Delaware law, found that the plaintiff had not pleaded facts sufficient […]
Click here to read the complete post
Posted in Boards of Directors, Corporate Elections & Voting, Court Cases, Executive Compensation, Practitioner Publications
Tagged Boards of Directors, Delaware cases, Delaware law, Dodd-Frank Act, Executive Compensation, Say on pay, Shareholder voting, U.S. federal courts
Comments Off on Delaware Federal Court Dismisses Say-on-Pay Case
2013 Proxy Season Preview: Key Shareholder Proposals
The 2013 annual meeting season may lack the drama of last year’s Occupy protests and impending presidential election but it will still have its share of challenges for issuers. Revisions to proxy advisors’ pay models and peer groups are already spawning another round of supplemental proxies on Say-on-Pay (SOP), while threats of compensation disclosure strike […]
Click here to read the complete post