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

Deciphering Chaos

Editor’s Note: Bart Chilton is a Commissioner at the U.S. Commodity Futures Trading Commission. This post is based on Commissioner Chilton’s remarks before the High-Frequency Trading Leaders Forum in Chicago, IL, available here. Wayne’s World How many people here are not from Chicago or the Chicagoland area? It’s great to see you here. For those […]

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Posted in Financial Regulation, Speeches & Testimony | Tagged , , , , , | Comments Off on Deciphering Chaos

SEC’s Role in Enforcing the Federal Securities Laws

In a recent speech at the Securities Enforcement Forum, SEC Commissioner Luis Aguilar called for, among other things, increased enforcement activity against individuals, with more frequent use of Officer and Director bars, monitoring of recidivists through post-enforcement monitoring mechanisms such as access to phone and bank records and income tax returns, and passage of the […]

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Posted in Practitioner Publications, Securities Litigation & Enforcement, Securities Regulation | Tagged , , | 1 Comment

A Theory of Empty Voting and Hidden Ownership

In our recent paper, On Derivatives Markets and Social Welfare: A Theory of Empty Voting and Hidden Ownership, we build and explore a formal theoretical framework to understand interactions between derivatives markets and shareholder voting behavior. Ownership of stock in a corporation entails two types of rights with respect to that corporation. First, shareholders have […]

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Posted in Academic Research, Corporate Elections & Voting, Derivatives | Tagged , , , , , | 1 Comment

SEC Legal Bulletin on Shareholder Proposals

The SEC recently issued Staff Legal Bulletin No. 14G providing additional guidance on shareholder proposals submitted to companies pursuant to Rule 14a-8. The guidance is in response to several issues that came up during the 2012 proxy season. Proof of ownership In a prior bulletin, SLB No.14F, the SEC had reconsidered its view as to […]

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Posted in Corporate Elections & Voting, Practitioner Publications, Securities Regulation | Tagged , , , , | 2 Comments

A Simple Tax Proposal to Improve Financial Stability

It is hard to imagine a financial crisis that is not ultimately caused by creditors who had taken on too much debt. Debt is the root cause of most corporate financial failures and, if a snowball effect sets in, the root cause of financial system failure. Of course, debt also has advantages. Without debt, many […]

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Posted in Academic Research, Accounting & Disclosure, Bankruptcy & Financial Distress | Tagged , , , | 2 Comments

A Capital Market, Corporate Law Approach to Creditor Conduct

Earlier in October, Federico Cenzi Venezze and I posted “A Capital Market, Corporate Law Approach to Creditor Conduct” up on SSRN. Michigan Law Review is scheduled to publish the article in their next volume. In this article, we focus on the problem of creditor conduct in distressed firms — for which policymakers ought to have […]

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Posted in Academic Research, Bankruptcy & Financial Distress, HLS Research | Tagged , , | 1 Comment

International Coordination Among Regulators

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 remarks to the American Bar Association International Section, available here. The views expressed in this post are those of Commissioner Walter and do not necessarily reflect those of the Securities and Exchange Commission, […]

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Posted in Derivatives, Financial Regulation, International Corporate Governance & Regulation, Securities Regulation, Speeches & Testimony | Tagged , , , , , , , , | Comments Off on International Coordination Among Regulators

The Most Influential People in Corporate Governance

Each year, the National Association of Corporate Directors’ Directorship magazine publishes the Directorship 100 list, which seeks to identify “the most influential people in the boardroom community, including directors, corporate governance experts, journalists, regulators, academics and counselors.” A review of this year’s list indicates that, as in prior years, individuals affiliated with Harvard Law School […]

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Posted in Program News & Events | Tagged , , | 1 Comment

Delaware Court of Chancery Dismisses Hastily Filed Caremark Action

On September 25, 2012, Vice Chancellor Travis Laster of the Court of Chancery of the State of Delaware dismissed the derivative complaint in South v. Baker, C.A. No. 7294-VCL, with prejudice. This decision reaffirms the Chancery Court’s low tolerance for hastily filed shareholder derivative lawsuits brought under the In re Caremark International Inc. Derivative Litigation, […]

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Posted in Boards of Directors, Court Cases, Practitioner Publications | Tagged , , , , , | 1 Comment

High Frequency Traders and Algorithmic Strategies on German Trading Venues

The German Government plans to curtail high frequency trading on German trading venues and to submit certain algorithmic trading strategies to regulatory supervision. In its cabinet meeting on September 26, 2012 the Federal Government adopted a revised draft legislation titled the “Act for the Prevention of Risks and the Abuse of High Frequency Trading” (Hochfrequenzhandelsgesetz). […]

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Posted in Banking & Financial Institutions, Financial Regulation, International Corporate Governance & Regulation, Legislative & Regulatory Developments, Practitioner Publications | Tagged , , , , , | Comments Off on High Frequency Traders and Algorithmic Strategies on German Trading Venues