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Program on Corporate Governance Advisory Board
- William Ackman
- Peter Atkins
- David Bell
- Kerry E. Berchem
- Richard Brand
- Daniel Burch
- Paul Choi
- Jesse Cohn
- Arthur B. Crozier Christine Davine
- Renata J. Ferrari
- John Finley
- Andrew Freedman
- Ray Garcia
- Byron Georgiou
- Joseph Hall
- Jason M. Halper
- Paul Hilal
- Carl Icahn William P. Mills
- David Millstone
- Theodore Mirvis
- Philip Richter
- Elina Tetelbaum
- Sebastian Tiller
- Marc Trevino Jonathan Watkins
- Steven J. Williams
- Daniel Wolf
HLS Faculty & Senior Fellows
Author Archives: Harvard Law School Forum on Corporate Governance and Financial Regulation
Increasing the Vulnerability of Investors
Editor’s Note: Luis A. Aguilar is a Commissioner at the U.S. Securities and Exchange Commission. This post is based on a statement from Commissioner Aguilar; the full statement, including footnotes, is available here. The views expressed in the post are those of Commissioner Aguilar and do not necessarily reflect those of the Securities and Exchange […]
Click here to read the complete postSEC Adopts Final Conflict Minerals Rules
The SEC voted to implement the Dodd-Frank Act’s reporting requirements relating to “conflict minerals” — cassiterite, columbite-tantalite, gold, wolframite and other minerals determined by the U.S. government to be financing conflict in the Democratic Republic of Congo or adjoining countries, referred to as the “DRC countries” or “covered countries.” Companies must comply with the final […]
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Posted in International Corporate Governance & Regulation, Practitioner Publications, Securities Regulation
Tagged Disclosure, Dodd-Frank Act, International governance, Reporting regulation, SEC, SEC rulemaking
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The Labor Market for Directors, Reputational Concerns, and Externalities
In the paper, The Labor Market for Directors, Reputational Concerns, and Externalities in Corporate Governance, which was recently made publicly available on SSRN, we examine how the labor market for directors and directors’ reputational concerns affect corporate governance. Being a director on the board of a public company is a privilege that often brings generous […]
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Posted in Academic Research, Boards of Directors
Tagged Boards of Directors, Labor markets, Reputation, Transparency
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The SEC Punts (Again) on Financial Stability Reform
Editor’s Note: Jeffrey Gordon is the Richard Paul Richman Professor of Law and Co-Director of the Center for Law and Economics at Columbia Law School. In an all-too-familiar pattern, the SEC has backed down in the face of industry pressure and dropped a key proposal to prevent a repetition of the 2008 financial crisis. Despite […]
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Posted in Financial Regulation, Op-Eds & Opinions
Tagged Dodd-Frank Act, Financial regulation, Money market funds, SEC
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Board Engagement with Corporate Shareholders
Historically, there has been little direct dialogue between individual board members and shareholders. This is changing, however, as directors, particularly lead directors, face increasing pressure to meet directly with their companies’ largest shareholders. Accordingly, at many companies, individual directors are beginning to engage with investors on an ongoing basis, and not just in response to […]
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Posted in Boards of Directors, Practitioner Publications
Tagged Board communication, Shareholder communications
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PCAOB Adopts New Audit Standard on Communications with Audit Committees
At an open meeting held on August 15, 2012, the Public Company Accounting Oversight Board (“PCAOB”) voted to approve new Auditing Standard No. 16, Communications with Audit Committees. Although the new standard retains most of the preexisting communication requirements, there are a number of new areas that the auditor must discuss with the audit committee, […]
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Posted in Accounting & Disclosure, Practitioner Publications
Tagged Accounting, Audits, Financial reporting, PCAOB
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Does the Gender of Directors Matter?
In the paper, Does the Gender of Directors Matter?, which was recently made publicly available on SSRN, I investigate how having gender-balanced boards affects the working of boards. There has always been interest in the makeup of boards of directors, both in the academic literature and in the popular press. Lately, board diversity, and particularly the gender […]
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Posted in Academic Research, Boards of Directors, Empirical Research
Tagged Board performance, Boards of Directors, Diversity
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Forest Laboratories Proxy Fight Vindicates Strong Defense
Forest Laboratories’ shareholders reelected nine out of ten incumbent director nominees, while rejecting three out of dissident Carl Icahn’s slate of four directors, despite ISS’s recommendation in favor of two of Icahn’s nominees. These results, along with the recent victory by AOL against Starboard (see our memo, AOL Shareholders Reject ISS Supported Activist Hedge Fund), […]
Click here to read the complete postCorporate Director Elections and Majority Withhold Votes
Executive Summary In theory, the most significant corporate governance check and balance between public company shareowners and the company is the ability to elect corporate directors. In reality, that control mechanism is complicated and often compromised for a host of reasons. Nonetheless, there has been an increased focus on director elections in the past few […]
Click here to read the complete postCFTC Proposes Clearing Exemption for Inter-Affiliate Swaps
On August 16, 2012, the CFTC proposed rules that would permit affiliated swap counterparties to elect an exemption from mandatory swaps clearing, subject to various conditions. These conditions include reporting, documentation, risk management and other obligations, and, for swaps between financial entities, a requirement to provide variation margin. [1] The Commodity Exchange Act requires swaps […]
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