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

Which Skills Matter in the Market for CEOs?

In the paper, Which Skills Matter in the Market for CEOs? Evidence from Pay for CEO Credentials, which was recently made publicly available on SSRN, we show that boards’ compensation decisions reward several reputational, career, and educational credentials of CEOs using a panel of S&P 1,500 firms between 1993 and 2005. Our study is motivated […]

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Posted in Academic Research, Executive Compensation | Tagged , | 1 Comment

Insider Trading Developments — Summer 2012

While the insider trading conviction of Rajat Gupta and SEC settlement with Hall of Fame baseball player Eddie Murray attracted headlines — and the 12-year prison sentence imposed earlier this summer on former corporate attorney Matthew Kluger set a new standard for criminal insider trading penalties — there have been several other legislative, regulatory and […]

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

Earnings Quality: Evidence from the Field

In the paper, Earnings Quality: Evidence from the Field, which was recently made publicly available on SSRN, we provide insights about earnings quality from a new data source: a large survey and a dozen interviews with top financial executives, primarily Chief Financial Officers (CFOs). Why CFOs? While it is clear that there are important consumers […]

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

Financial Stability Through Properly Aligned Incentives

Editor’s Note: Thomas M. Hoenig is director of the Federal Deposit Insurance Corporation. This post is based on Director Hoenig’s recent remarks before the Exchequer Club, Washington D.C. Introduction In 2011, with significant input from others at the Federal Reserve Bank of Kansas City, I proposed that the U.S. financial system be restructured by business […]

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Posted in Banking & Financial Institutions, Financial Crisis, Financial Regulation, Speeches & Testimony | Tagged , , , , , , | 1 Comment

How French Law Has Failed to Adapt to the Evolution of the Economy and Finance

In the paper, The Legal System and the Development of Alternative Methods of Financing to Bank Credit… Or How French Law Has Failed to Adapt to the Evolution of the Economy and Finance, which was recently made publicly available on SSRN, I evaluate the French legal system following the strengthening of the “Basel III” prudential […]

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Derivatives Trading and Negative Voting

Securities regulators, practitioners, and legal commentators worry that derivatives may provide shareholders and creditors incentives to destroy value in their corporation (references here). The basic concern is that if shareholders or creditors own a sufficient amount of off-setting derivatives such as put options or credit default swaps (CDS), any losses on their shares or debt […]

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

Defining Pay in Pay for Performance

Why 2012 Was the Year of Pay for Performance Whether the pay of a company’s CEO and other executive officers is aligned with the company’s performance has been the single most important and controversial executive pay issue for U.S. public companies since the advent of mandatory say-on-pay votes under the Dodd-Frank Act, which applied to […]

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Posted in Corporate Elections & Voting, Executive Compensation, Practitioner Publications | Tagged , , , , , | 2 Comments

A Spatial Representation of Delaware-Washington Interaction in Corporate Lawmaking

Last month, the Columbia Business Law Review published “A Spatial Representation of Delaware-Washington Interaction in Corporate Lawmaking.” In this brief paper, I examine interaction between Delaware and Washington in corporate lawmaking, focusing on the shareholder access initiatives in each jurisdiction. The paper uses a straight-forward spatial model of the state-federal interaction, paralleling spatial models that […]

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Posted in Academic Research, Corporate Elections & Voting, HLS Research, Legislative & Regulatory Developments | Tagged , , , , , | Comments Off on A Spatial Representation of Delaware-Washington Interaction in Corporate Lawmaking

Working to Achieve the American Dream

Editor’s Note: Luis A. Aguilar is a Commissioner at the U.S. Securities and Exchange Commission. This post is based on Commissioner Aguilar’s remarks to the Hispanic Bar Association of the District of Columbia (HBA-DC). The views expressed in this post are those of Commissioner Aguilar and do not necessarily reflect those of the Securities and […]

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Posted in Corporate Social Responsibility, Speeches & Testimony | Tagged , , | Comments Off on Working to Achieve the American Dream

PCAOB: Protecting Investors and the Public Interest

Editor’s Note: The following post comes to us from Jeanette M. Franzel, board member of the Public Company Accounting Oversight Board. This post is based on Ms. Franzel’s keynote address at the American Law Institute-Continuing Legal Education Group (ALI-CLE) conference on accountant’s liability. The views expressed in this post are those of Ms. Franzel and […]

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Posted in Accounting & Disclosure, International Corporate Governance & Regulation, Speeches & Testimony | Tagged , , , , , , , | Comments Off on PCAOB: Protecting Investors and the Public Interest