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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
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 […]
Click here to read the complete postCapital Adequacy Rules, Catastrophic Firm Failure, and Systemic Risk
In the paper, Capital Adequacy Rules, Catastrophic Firm Failure, and Systemic Risk, which was recently made publicly available on SSRN, I study capital adequacy rules based on Value-at-Risk (VaR), leverage ratios, and stress testing. VaR is the basis of Basel II, and all three approaches are proposed in Basel III. Due to the 2007 credit […]
Click here to read the complete postMoney Market Fund Reform
Editor’s Note: Mary Schapiro is Chairman of the U.S. Securities and Exchange Commission. This post is based on a statement from Chairman Schapiro, available here. The views expressed in this post are those of Chairman Schapiro and do not necessarily reflect those of the Securities and Exchange Commission, the other Commissioners, or the Staff. Three Commissioners, […]
Click here to read the complete postMoney Market Funds Need Further Study
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, available here. The views expressed in the post are those of Commissioner Aguilar and do not necessarily reflect those of the Securities and Exchange Commission, the other Commissioners, or the […]
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Posted in Legislative & Regulatory Developments, Securities Regulation, Speeches & Testimony
Tagged Money market funds, SEC, Securities regulation
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Delaware Case Raises Question About Structuring Director Compensation
A recent opinion of the Delaware Chancery Court, Seinfeld v. Slager, [1] addresses the legal standard applicable to directors’ decisions about their own pay under Delaware law, an important topic as to which there is little prior law. In an opinion by Vice Chancellor Glasscock, the Court held that a derivative claim alleging that directors […]
Click here to read the complete postHandling a Corporate Crisis
The ongoing fallout from the 2008 financial crisis has generated a host of unprecedented challenges for broker-dealer, investment banking, investment advisory, and other financial services firms. Last year alone, the industry was hit with wave upon wave of criminal prosecutions, regulatory enforcement proceedings, and parallel private civil actions. In fiscal year 2011, U.S. Attorneys’ offices […]
Click here to read the complete postThe Evolving Importance of Banks and Securities Markets
In our recent NBER working paper, The Evolving Importance of Banks and Securities Markets, we evaluate empirically the changing importance of banks and securities markets as economies develop. In particular, we focus on assessing whether economies increase their demand for the types of services provided by securities markets relative to the services provided by banks […]
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Posted in Academic Research, Banking & Financial Institutions, Empirical Research, Securities Regulation
Tagged Banks, Financial development, Securities regulation
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From the Shareholders’ Spring to the Autumn of Activism
This alert discusses some of the recent regulatory developments and debate in the UK and at EU level which may have an impact on institutional investors (asset managers and asset owners) and public companies and takes a look at some examples of investor activism in these jurisdictions. I. Shareholder Spring — Recent Examples of Activism […]
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Posted in Boards of Directors, Institutional Investors, International Corporate Governance & Regulation, Practitioner Publications
Tagged Boards of Directors, EU, Institutional Investors, International governance, Remuneration, Shareholder activism, Stewardship Code, UK
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