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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
- 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
Best Practices for Preparing a Clawback Agreement
Scenario A large corporation is sued over the alleged breach of a substantial contract. Due to the complex nature of the contract, the corporation’s business executives frequently sought advice from in-house counsel when entering into, and performing under, the agreement. The corporation’s in-house counsel has concerns that sensitive documents reflecting attorney-client communications—or even in-house counsel’s […]
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Posted in Practitioner Publications
Tagged Clawbacks, Contracts, Discovery
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CEO Employment Contracts and Non-compete Covenants
In our recent working paper, When Do CEOs Have Covenants Not to Compete in Their Employment Contracts?, we undertake the first comprehensive study of contractual restrictions on CEOs’ post-employment competitive activities. The large random sample of nearly 1,000 CEO employment contracts for 500 companies was selected from the S&P 1500 from the 1990s through 2010. […]
Click here to read the complete postRecent Trends in US Securities Class Actions against Non-US Companies
Editor’s Note: Elaine Buckberg is Senior Vice President at NERA Economic Consulting. This post is based on a NERA publication by Robert Patton; the full publication, including footnotes, is available here. The volume of US securities class action litigation targeting companies outside the US has recently reached record levels, despite a 2010 decision by the […]
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Posted in Court Cases, International Corporate Governance & Regulation, Securities Litigation & Enforcement
Tagged Class actions, International governance, Morrison v. National Australia Bank Ltd., Securities litigation
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November 2012 Dodd-Frank Progress Report
This posting, the November 2012 Davis Polk Dodd-Frank Progress Report, is one in a series of Davis Polk presentations that illustrate graphically the progress of the rulemaking work that has been done and is yet to occur under the Dodd-Frank Act. The Progress Report has been prepared using data from the Davis Polk Regulatory Tracker™, […]
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Posted in Financial Regulation, Legislative & Regulatory Developments, Practitioner Publications, Securities Regulation
Tagged Dodd-Frank Act, Financial regulation, Securities regulation
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Questioning ‘Law and Finance’: US Stock Market Development, 1930-70
Since the late 1990s, a “law and finance” literature emphasizing quantitative comparative research on the relationship between national legal institutions on the one hand and corporate governance and financial systems on the other has achieved academic prominence. An important tenet of the law and finance literature is that corporate law “matters” in the sense it […]
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Posted in Academic Research, Securities Regulation
Tagged Financial development, Investor protection, Securities regulation
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Enhancing Disclosure in the Municipal Securities Market: What Now?
Editor’s Note: Elisse B. Walter is a Commissioner at the U.S. Securities and Exchange Commission. This post is based on Commissioner Walter’s recent remarks before the Bond Buyer’s California Public Finance Conference in San Francisco, California, which are available here. The views expressed in this post are those of Commissioner Walter and do not necessarily […]
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Posted in Accounting & Disclosure, Securities Regulation, Speeches & Testimony
Tagged Bonds, Disclosure, Investor protection, SEC, Securities regulation
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U.S. Export Laws and Related Trade Sanctions
I. Export Laws at a Glance Most U.S. companies are aware at least generally that U.S. export laws regulate activities such as the shipment of tangible products out of the country and that certain countries are subject to strict economic sanctions. But many companies are unaware of the actual breadth and complexity of U.S. export […]
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Posted in International Corporate Governance & Regulation, Practitioner Publications
Tagged Cross-border transactions, International governance
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Dodd-Frank Principles and Provisions
Editor’s Note: Mary Schapiro is Chairman of the U.S. Securities and Exchange Commission. This post is based on Chairman Schapiro’s remarks at the George Washington University Center for Law, Economics and Finance Regulatory Reform Symposium, available here. The views expressed in this post are those of Chairman Schapiro and do not necessarily reflect those of […]
Click here to read the complete postRegulatory Capital: January 1, 2013 Deadline Eased
The three federal bank regulatory agencies announced [1] that their proposed new capital rules based on Basel III (and other Basel standards) [2] would not take effect on January 1, 2013, a date previously proposed apparently in order to adhere to international consensus. The announcement was overdue. The comment period for the three proposed capital […]
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Posted in Banking & Financial Institutions, Financial Regulation, Legislative & Regulatory Developments, Practitioner Publications
Tagged Banks, Basel Committee, Capital requirements, Financial regulation
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Corporate Governance and Risk-Taking in Pension Plans
In our paper, Corporate Governance and Risk-Taking in Pension Plans: Evidence from Defined Benefit Asset Allocations, forthcoming in the Journal of Financial and Quantitative Analysis, we examine whether good corporate governance leads to a larger allocation of pension assets to risky securities as compared to safe investments. Defined benefit (DB) plans are one of the […]
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Posted in Academic Research, Empirical Research
Tagged Corporate governance, Pension funds, Risk-taking
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