Author Archives: Harvard Law School Forum on Corporate Governance and Financial Regulation

Mandatory Financial Reporting Environment and Voluntary Disclosure

In the paper, Mandatory Financial Reporting Environment and Voluntary Disclosure: Evidence from Mandatory IFRS Adoption, which was recently made publicly available on SSRN, we investigate the interaction between mandatory financial reporting environment and voluntary disclosure by employing the mandatory adoption of International Financial Reporting Standards (IFRS) in 2005 as an exogenous increase to mandatory reporting […]

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Why Are Some Sectors (Ahem, Finance) So Scandal-Plagued?

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. In the past 25 years, the size of settlements, fines […]

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Corporate Tax Reform

Editor’s Note: Robert Pozen is a senior lecturer at Harvard Business School and a senior fellow at the Brookings Institution. This post is based on a Tax Notes article written by Mr. Pozen and Lucas W. Goodman, titled “Capping the Deductibility of Corporate Interest Expense,” available here. Amid the current debate over tax policy in […]

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Posted in Accounting & Disclosure, Banking & Financial Institutions, Bankruptcy & Financial Distress, Op-Eds & Opinions | Tagged , , , | 1 Comment

2012 Distressed Investing M&A Report

Schulte Roth & Zabel is pleased to present Distressed Investing M&A, published in association with mergermarket and Debtwire. Based on a series of interviews with investment bankers, private equity practitioners and hedge fund investors in the US, this report examines the market for distressed assets at home and abroad. Economic uncertainty brought on by the […]

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Posted in Bankruptcy & Financial Distress, Mergers & Acquisitions, Practitioner Publications, Private Equity | Tagged , , , | Comments Off on 2012 Distressed Investing M&A Report

SEC to Propose Rules on Corporate Political Spending by April 2013

The Securities and Exchange Commission recently updated its entry in the Office of Management and Budget’s Unified Agenda to indicate that, by April, it plans to issue a Notice of Proposed Rulemaking on requiring public companies to disclose their spending on politics. Although the Director and Deputy Director of the Commission’s Division of Corporation Finance […]

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Posted in Academic Research, Program News & Events, Securities Regulation | Tagged , , , , , | 2 Comments

FDIC and Bank of England Release White Paper

On December 10, 2012, the Federal Deposit Insurance Corporation (“FDIC”) and the Bank of England released a white paper, Resolving Globally Active, Systemically Important, Financial Institutions, [1] describing how each would resolve a materially distressed or failing financial institution that is globally active and systemically important (“G-SIFI”) in order to maintain the G-SIFI’s ongoing and […]

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Posted in Banking & Financial Institutions, Bankruptcy & Financial Distress, International Corporate Governance & Regulation, Practitioner Publications | Tagged , , , , | Comments Off on FDIC and Bank of England Release White Paper

Delaware Law as Lingua Franca: Evidence from VC-Backed Startups

Delaware dominates the corporate chartering market in the U.S—it is the only state that attracts a significant number of out-of-state incorporations. As a result, incorporation decisions are “bimodal,” with public and private firms typically choosing between home-state and Delaware incorporation. Much ink has been spilled in the debate over whether Delaware’s dominance arose because it […]

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Posted in Academic Research, Empirical Research, HLS Research | Tagged , , , | 1 Comment

Israel’s Executive Compensation Reform

Foreword The issue of executive compensation has been on the forefront of corporate governance discussion around the world in the past few years. Israel is no different. In previous years there was a significant rise of executive compensation in public companies that cannot be explained or linked to the companies’ performance. Like many capital markets […]

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Posted in Executive Compensation, International Corporate Governance & Regulation, Practitioner Publications | Tagged , , , | 1 Comment

The Merger Agreement Myth

Practitioners and academics have long assumed that markets value the deal-specific legal terms of merger agreements yet have failed to subject this premise to empirical scrutiny. Mergers are high-stakes events, so it is unsurprising that the conventional wisdom posits that value is at stake in drafting acquisition agreements and negotiating conditions, “fiduciary out” clauses, and […]

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Achieving Pay for Performance

Current views regarding the proper pay plan design to achieve pay for performance vary. This post discusses the three dimensions of pay for performance, demonstrates how to measure them using historical pay data, and presents a simple pay plan that achieves perfect pay for performance (PP4P) using annual grants of performance shares. It also highlights […]

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Posted in Boards of Directors, Empirical Research, Executive Compensation, Practitioner Publications | Tagged , , , , , , , , | Comments Off on Achieving Pay for Performance