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

IPO Pricing in Business Groups

In the paper Channeling Funds into the Group: IPO Pricing in Business Groups, which was recently made publicly available on SSRN, we demonstrate that business groups use financial intermediaries to boost the stock prices of affiliated firms in initial public offerings (IPO). This is done when mutual funds belonging to the group strategically participate in […]

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Posted in Academic Research, Banking & Financial Institutions, Empirical Research, Securities Regulation | Tagged , , , , | 1 Comment

The Corporate Capture of the United States

Editor’s Note: Robert Monks is the founder of Lens Governance Advisors, a law firm that advises on corporate governance in the settlement of shareholder litigation. American corporations today are like the great European monarchies of yore: They have the power to control the rules under which they function and to direct the allocation of public […]

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Posted in Executive Compensation, Legislative & Regulatory Developments, Op-Eds & Opinions | Tagged , , , , , | 8 Comments

The Enforcement Regime of the UK Financial Services Authority

Overview It’s not just a numbers game… Since overhauling its financial penalty framework in March 2010, the UK Financial Services Authority (FSA) has gone a long way to dispel views that it has a lacklustre approach towards levying market abuse fines. However, harsher fines are just one feature of its tougher enforcement regime. Recent cases […]

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Posted in Banking & Financial Institutions, Financial Regulation, Practitioner Publications, Securities Litigation & Enforcement | Tagged , , , , | Comments Off on The Enforcement Regime of the UK Financial Services Authority

European Regulation of Fund Managers

The EU Alternative Investment Fund Managers Directive (the “Directive”) came into force on 21 July 2011. The Directive promises to reshape the regulation of managers of alternative investment funds in the EU and beyond, and is required to be implemented across the EU by 22 July 2013. Yet the Directive requires significant rulemaking in the […]

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Posted in Banking & Financial Institutions, Financial Regulation, Institutional Investors, International Corporate Governance & Regulation, Practitioner Publications, Securities Regulation | Tagged , , , , , , | Comments Off on European Regulation of Fund Managers

On the Importance of Internal Control Systems in the Capital Allocation Decision

In the paper, On the Importance of Internal Control Systems in the Capital Allocation Decision: Evidence from SOX, which was recently made publicly available on SSRN, I investigate the effects of information problems across corporate hierarchies on internal capital allocation decisions by using the Sarbanes-Oxley Act (SOX) as a quasi-natural experiment of a shock to […]

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Risk Management and the Board of Directors – An Update for 2012

I. Introduction Overview Corporate risk taking and the monitoring of risks have remained front and center in the minds of boards of directors, legislators and the media, fueled by the powerful mix of continuing worldwide financial instability; ever-increasing regulation; anger and resentment at the alleged power of business and financial executives and boards, including particularly […]

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Governance and Disclosure Practices of Venture-Backed IPOs

Background Wilson Sonsini Goodrich & Rosati recently surveyed various corporate governance and disclosure practices of venture-backed companies incorporated in the United States and involved in U.S. initial public offerings (IPOs) from January 2010 through June 2011. A copy of the report is available here. We believe that this is the first such survey specifically relating […]

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Posted in Accounting & Disclosure, Practitioner Publications, Private Equity | Tagged , , , | 1 Comment

Does Gender Matter in the Boardroom?

In our paper, Does Gender Matter in the Boardroom? Evidence from the Market Reaction to Mandatory New Director Announcements, we examine how the market perceives the appointment of female directors on average as well as how the market perceives their appointment relative to men. Many countries are introducing initiatives to promote boardroom gender diversity. Since […]

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Progress on International OTC Derivatives Reform

On 11 October 2011, the Financial Stability Board (the “FSB”) published its second progress report (the “Report”) [1] and accompanying press release [2] on the implementation of reforms to the over-the-counter (“OTC”) derivatives market. This follows its initial progress report published on April 15, 2011, [3] in which it expressed concern regarding many jurisdictions’ likelihood […]

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Say on Pay Leading to Better Communication About Compensation

Editor’s Note: Mary Schapiro is Chairman of the U.S. Securities and Exchange Commission. This post is based on Chairman Schapiro’s remarks to TheCorporateCounsel.Net “Say-on-Pay Workshop Conference”, which are available here. The views expressed in the post are those of Chairman Schapiro and do not necessarily reflect those of the Securities and Exchange Commission, the other […]

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