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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
Hedge Funds and Risk-Decoupling — The Empty Voting Problem in the EU
In my paper, Hedge Funds and Risk-Decoupling — The Empty Voting Problem in the European Union, I address the implications of negative risk-decoupling, otherwise known as empty voting, for corporate governance and corporate finance, and I develop suggestions for a regulatory response. These suggestions are framed for the European context, but the underlying policy considerations […]
Click here to read the complete postBreaking Up the Big Banks: Is Anybody Thinking?
Editor’s Note: Peter J. Wallison is a senior fellow at the American Enterprise Institute. This post is based on an article by Mr. Wallison; the full article, including footnotes, is available here. Breaking up the biggest banks is said to have growing support in Congress, but the idea’s supporters—even those who are respected commentators—do not […]
Click here to read the complete postTen Myths of “Say on Pay”
In the paper, Ten Myths of “Say on Pay”, my co-authors (Allan McCall, Gaizka Ormazabal, and Brian Tayan) and I review many widely held misconceptions regarding the shareholder voting practice called “say on pay.” “Say on pay” is a prominent issue today, given its unique position at the intersection of executive compensation and shareholder democracy—two […]
Click here to read the complete postA Better Alternative to Basel Capital Rules
Editor’s Note: The following post comes to us from Thomas M. Hoenig, director of the Federal Deposit Insurance Corporation. This post is based on Director Hoenig’s remarks at the American Banker Regulatory Symposium, available here. Introduction I have been involved in central banking and financial supervision my entire career. I understand the importance of having […]
Click here to read the complete postThe Rise of the General Counsel
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 a special New York Times section on business and […]
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Posted in Op-Eds & Opinions
Tagged Boards of Directors, General counsel, Inside counsel, Management
1 Comment
Delaware Supreme Court Rules on Excess Insurer’s Coverage Obligations
On September 7, 2012, the Supreme Court of Delaware, applying California law, ruled that an excess insurer of Intel had no payment obligation even after Intel’s out-of-pocket defense costs, combined with Intel’s prior settlement with an underlying insurer, exceeded the underlying insurer’s policy limits — notwithstanding a provision in the excess insurer’s policy providing that […]
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Posted in Court Cases, Practitioner Publications
Tagged Delaware cases, Delaware law, Insurance
1 Comment
Executive Superstars, Peer Groups and Over-Compensation
In the paper, Executive Superstars, Peer Groups and Over-Compensation — Cause, Effect and Solution, which was recently made publicly available on SSRN, we develop a pragmatic approach to understanding the run-up in CEO compensation over the past several decades. Rather than looking to markets or captured boards for the explanation, we argue that the actual […]
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Posted in Academic Research, Empirical Research, Executive Compensation
Tagged Executive Compensation, Peer groups
2 Comments
Second Circuit Clarifies Standards for Insider Trading Claims
In the latest of a string of litigation victories it has scored in the Second Circuit, the Securities and Exchange Commission convinced a panel of the Second Circuit on September 6, 2012, to vacate a district court’s grant of summary judgment to the defendants in Securities and Exchange Commission v. Obus, No. 10 Civ. 4749. […]
Click here to read the complete postBlockholder Disclosure, and the Use and Abuse of Shareholder Power
In our article Fair Markets and Fair Disclosure: Some Thoughts on The Law and Economics of Blockholder Disclosure, and the Use and Abuse of Shareholder Power forthcoming in Harvard Business Law Review, Spring 2012, and available at SSRN, we discuss the debate that has ensued following the March 2011 petition by our law firm, Wachtell, […]
Click here to read the complete postRegulating IPOs: Evidence from Going Public in London and Berlin
The role that regulation should play in the development of securities markets is much debated and a persistent lull in initial public offerings helped to prompt some deregulation through the enactment of the 2012 Jumpstart Our Business Startups (JOBS) Act. While the appropriate scope of public regulation of securities markets is a contentious issue and […]
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Posted in Academic Research, Empirical Research, International Corporate Governance & Regulation, Securities Regulation
Tagged International governance, Investor protection, IPOs, Securities regulation
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