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HLS Faculty & Senior Fellows
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
Crisis Management in the Era of “No Normal”
One common definition of a corporate crisis is an unplanned event that directs a significant amount of management’s attention away from its ordinary business. But that assumes an ordinary baseline exists. While people are hoping for a “new normal,” corporations may need to prepare for an era of “no normal,” reflecting the ever-evolving health impact […]
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Posted in Accounting & Disclosure, Boards of Directors, ESG, Practitioner Publications
Tagged Boards of Directors, COVID-19, ESG, Management, Risk, Risk management, Risk oversight, Shocks, Succession
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Questions to Ask Before Forming a New Board Committee
It’s clear that corporate boards have a lot on their plate. From climate change to cybercrime, there is no shortage of emerging risks that demand directors’ attention. How can boards best oversee these matters while balancing existing obligations? Could a new committee be the solution? How you answer that question depends on your own company […]
Click here to read the complete postNew York Court on the Enforcement of Federal Forum Provision
In the wake of the Supreme Court’s holding in Cyan, Inc. v. Beaver County Employees Retirement Fund, which held that state courts have concurrent jurisdiction over claims brought under the Securities Act of 1933 (the “Securities Act”), many corporations began adopting a federal forum provision (“FFP”) in their charters, requiring Securities Act claims to be […]
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Posted in Court Cases, Practitioner Publications, Securities Litigation & Enforcement
Tagged Forum selection, Jurisdiction, New York, Securities Act, Securities litigation, State law
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Data Governance Tips for Companies Following SEC’s In re App Annie
Case Overview [The Sept. 14, 2021] U.S. Securities and Exchange Commission enforcement cease-and-desist order (Order) In re App Annie Inc., out of the SEC’s San Francisco Regional Office, underscores the importance of taking meaningful steps to implement and abide by written policies on corporate data management and protection. The Order resolved fraud allegations that App Annie, an […]
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Posted in Accounting & Disclosure, Practitioner Publications, Securities Litigation & Enforcement, Securities Regulation
Tagged Confidentiality, Cybersecurity, Disclosure, Privacy, SEC, SEC enforcement, Securities enforcement, Securities regulation
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SEC Form 10-K Comments Regarding Climate-Related Disclosures
As anticipated, the staff in the SEC’s Division of Corporation Finance has begun issuing detailed comments regarding climate-related disclosures. In February 2021, then Acting SEC Chair Allison Herren Lee announced that she directed the staff to “enhance its focus on climate-related disclosure in public company filings.” To date, the comments have been issued in stand-alone letters […]
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Posted in ESG, Practitioner Publications, Securities Regulation
Tagged Climate change, Disclosure, Environmental disclosure, ESG, Form 10-K, SEC, SEC rulemaking, Securities regulation, Sustainability
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Corporate Liquidity Provision and Share Repurchase Programs
Corporations use stock buybacks as a means to unlock value by returning surplus cash to investors. In turn, these investors can deploy the capital to more productive uses. The popularity of stock buyback programs has attracted significant attention from academics, policymakers, and practitioners. Some vocal opponents conjecture that stock buybacks necessarily reduce investment and harm […]
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Posted in Comparative Corporate Governance & Regulation, Empirical Research, Practitioner Publications
Tagged Capital allocation, Executive Compensation, Liquidity, Market conditions, Repurchases, Shareholder value
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Weekly Roundup: October 1–7, 2021
Crises as Opportunities for Growth: The Strategic Value of Business Group Affiliation Posted by Jason Zein (University of New South Wales), on Friday, October 1, 2021 Tags: Business groups, Capital markets, Emerging markets, Family firms, Financial crisis, International governance, Peer groups, Shocks Key Takeaways From Recent SEC Cybersecurity Charges Posted by Michael Osnato, Allison Bernbach, and William LeBas, Simpson Thacher & Bartlett LLP, on Friday, […]
Click here to read the complete postESG as the Driving Factor in Multi-Country Class Action Cases
Key Takeaways Climate change and other ESG factors are driving a heightened focus on stewardship practices among responsible investors. Investors, both passive and active, should be mindful of litigation risks and recovery opportunities in their portfolio. Originally driven by climate issues, ESG-related litigation is expanding into other ESG areas and across a range of asset […]
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Posted in ESG, Practitioner Publications, Securities Litigation & Enforcement
Tagged Class actions, Climate change, Corporate liability, ESG, International governance, Misconduct, Money laundering, Securities litigation, Shareholder suits, Stewardship
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Investor Protection in an Age of Entrepreneurship
In this age of entrepreneurship, emerging companies have created trillions of dollars in new market value. Remarkably, many of the most promising ventures have gone public without an extensive history of profitability. Indeed, many are losing significant amounts as they command valuations once reserved for blue chip corporate giants with decades of substantial profits. The […]
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Posted in Academic Research, Comparative Corporate Governance & Regulation, Securities Regulation
Tagged Capital formation, Entrepreneurs, Investor protection, IPOs, Risk, SEC, Securities regulation, SPACs, Underwriting
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