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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
FSA Calendar Year-End Update 2012
Fines imposed by the Financial Services Authority (FSA) since 1 January 2012 (through 20 December) have totalled £310 million, more than four times the total for 2011 (see Figure 1 below). This increase is due to a handful of very large fines, including the £160 million fine against UBS for LIBOR manipulation announced 19 December, […]
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Posted in Financial Regulation, International Corporate Governance & Regulation, Practitioner Publications
Tagged Financial regulation, FSA, International governance, LIBOR, UK
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EU Commission Proposes Action Plan for Corporate Governance
On December 12, 2012, the European Commission published an Action Plan with initiatives it intends to undertake in 2013 in the fields of EU company law and corporate governance. These initiatives are primarily inspired by the responses to the Commission’s 2011 Green Paper on the EU corporate governance framework and an on-line consultation on the […]
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Posted in International Corporate Governance & Regulation, Practitioner Publications
Tagged EU, European Commission, General governance, International governance
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A “Sea Change” in Public Pension Reporting on the Horizon
Executive Summary Recently issued rules by the Governmental Accounting Standards Board (GASB) will notably change the way state and local governments account for and report the results of their defined benefit pension plans. Some plans may see their reported funded percentages fall under the new requirements. A plan’s funded status will now be reflected on […]
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Posted in Accounting & Disclosure, Practitioner Publications
Tagged Accounting standards, Financial reporting, Goldman Sachs, Pension funds
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Are Mutual Funds Active Voters?
In our paper, Are Mutual Funds Active Voters?, which was recently made publicly available on SSRN, we document that mutual funds vary significantly in how they fulfill their fiduciary duty to vote their shares in shareholders’ interests. Approximately 25% of mutual funds vote with ISS on nearly all company agenda items throughout our five-year sample […]
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Posted in Academic Research, Corporate Elections & Voting, Institutional Investors
Tagged Agency costs, Institutional Investors, ISS, Mutual funds, Shareholder voting
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The JP Morgan “Whale” Report and the Ghosts of the Financial Crisis
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. The apparition of 2008 returns once more. Two recently released […]
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Posted in Banking & Financial Institutions, Financial Crisis, Op-Eds & Opinions
Tagged Banks, Financial crisis, Financial institutions, JPMorgan, Loss causation, Risk management
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Federal Reserve Updates Consolidated Supervision Framework for Large Financial Institutions
Summary On December 17, 2012, the staff of the Federal Reserve issued a Supervision and Regulation (“SR”) letter describing the Federal Reserve’s new framework for consolidated supervision of large financial institutions. SR letters address significant policy and procedural matters related to the Federal Reserve’s supervisory responsibilities. Under the new framework, the Federal Reserve’s primary supervisory […]
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Posted in Banking & Financial Institutions, Financial Crisis, Financial Regulation, Practitioner Publications
Tagged Dodd-Frank Act, Federal Reserve, Financial crisis, Financial institutions, Financial regulation, Recovery & resolution plans
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Checklist for Successful Acquisitions in the U.S.
More than 40% of global M&A in 2012 involved acquirors and targets in different countries, including $170 billion of acquisitions in the U.S. by non-U.S. acquirors. Given the continuing accumulation of U.S. Dollars in emerging economies, many expect the trend to continue as Dollars are re-invested in the U.S. Natural resources will continue to be […]
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In many respects, 2012 was another year of aggressive SEC enforcement. The SEC’s Division of Enforcement again logged a near record number of enforcement actions. More important, the cases reflected a marked increase in the number and proportion of actions against registered investment advisers and broker-dealers, and their associated persons. This increased focus derives from […]
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Posted in Accounting & Disclosure, Practitioner Publications, Securities Litigation & Enforcement
Tagged Accounting, Broker-dealers, Financial reporting, Insider trading, Investment advisers, Public firms, SEC, Securities enforcement, Securities litigation
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“Don’t Ask, Don’t Waive Standstills” Revisited (Rapidly)
In a second Chancery transcript ruling on the subject in recent weeks, Chancellor Leo E. Strine, Jr. has made clear that Delaware has no per se rule against “Don’t Ask, Don’t Waive” standstill provisions (which prohibit a party subject to a standstill, including a losing bidder in an auction, from requesting a waiver from its […]
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Posted in Boards of Directors, Court Cases, Mergers & Acquisitions, Practitioner Publications
Tagged Auctions, Bidders, Delaware cases, Delaware law, Standstill agreement, Target firms
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Corporate Governance and Value Creation
In the paper, Corporate Governance and Value Creation: Evidence from Private Equity, forthcoming in the Review of Financial Studies, my co-authors (Oliver Gottschalg, Moritz Hahn, and Conor Kehoe) and I attempt to bridge two strands of literature concerning PE, the first of which analyzes the operating performance of acquired companies, and the second that analyzes […]
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Posted in Academic Research, Empirical Research, Private Equity
Tagged Buyouts, Leverage, Ownership, Private equity
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