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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
The Increasing Importance of Loss Causation Analysis
The recent court decisions in United States v. Anthony Cuti et al. and United States v. Ferguson et al. highlight the increasing importance of correctly analyzing loss causation in criminal cases. In United States v. Cuti, a New York federal judge applied considerably shorter prison sentences than were recommended by prosecutors for two former executives […]
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Posted in Accounting & Disclosure, Court Cases, Practitioner Publications, Private Equity, Securities Litigation & Enforcement
Tagged Earnings disclosure, Loss causation, Securities fraud, Stock performance, US v. Cuti, US v. Ferguson
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CFTC to Impose Position Limits on Some Commodity Derivatives
The Commodity Futures Trading Commission (“CFTC”) adopted interim and final rules on positions limits applicable to option, futures, swap and swaption contracts related to 28 agricultural, metal and energy commodity contracts (the “Final Rules”). The Final Rules impose position limits on a spot-month basis as well as on an all-month and any-month basis. Exemptions are […]
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Posted in Banking & Financial Institutions, Derivatives, Practitioner Publications, Securities Regulation
Tagged CFTC, Commodities, Derivatives, Dodd-Frank Act, Futures, Hedging, Position limits, Swaps
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Corporate Governance Practices of U.S. Initial Public Offerings
As an advisor to underwriters and issuers in initial public offerings, we surveyed the corporate governance practices of recent U.S. IPOs to identify current market trends. We focused on the top 50 IPOs of U.S. companies from January 1, 2009 through August 31, 2011 in terms of deal size of the IPO. [*] The deal […]
Click here to read the complete postWhy Taxing Executives’ Bonuses Fosters Risk-Taking Behavior
In the paper, Why Taxing Executives’ Bonuses Fosters Risk-Taking Behavior, we analyze the effect of a bonus tax on the risk-taking behavior of corporate executives in a principal-agent model. In our paper, the firm value (output) depends on the manager’s behavior in two dimensions. First, the manager can increase the firm value by exerting more […]
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Posted in Academic Research, Executive Compensation
Tagged Bonuses, Pay for performance, Risk-taking
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Self-Fulfilling Credit Market Freezes
A recent issue of the Review of Financial Studies featured (as lead article) our study “Self-Fulfilling Credit Market Freezes.” This paper develops a model of a self-fulfilling credit market freezes and uses it to study alternative governmental responses to such a crisis. We study an economy in which operating firms are interdependent, with their success […]
Click here to read the complete postThe Case Against the Dodd-Frank Act’s Living Wills
In the paper, The Case Against the Dodd-Frank Act’s Living Wills: Contingency Planning Following the Financial Crisis, forthcoming in the Berkeley Business Law Journal, I focus on the Dodd-Frank Act’s “living will” requirement that mandates that systemically important financial institutions (SIFIs) develop business strategic analyses, and submit plans for reorganization or resolution of their operations […]
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Posted in Academic Research, Bankruptcy & Financial Distress, Financial Regulation, Legislative & Regulatory Developments
Tagged Dodd-Frank Act, Living wills, Recovery & resolution plans, Risk management, Systemic risk, Too big to fail
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UK Special Administration Regime
The UK Financial Services Authority (“FSA”) confirmed on 31 Oct. 2011 that MF Global UK Limited (“MF Global UK”) will be subject to the new Special Administration Regime (“SAR”). [1] This is the first time that the new regime, set out in The Investment Bank Special Administration Regulations 2011 (“SAR Regulations”) [2] has been invoked. […]
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Posted in Banking & Financial Institutions, Bankruptcy & Financial Distress, International Corporate Governance & Regulation, Practitioner Publications
Tagged FSA, Recovery & resolution plans, Resolution authority, UK
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Comparing Regulation for Domestic Firms in Different Countries
Over the past year a record number of governments in Sub-Saharan Africa changed their economy’s regulatory environment to make it easier for domestic firms to start up and operate. In a region where relatively little attention was paid to the regulatory environment only 8 years ago, regulatory reforms making it easier to do business were […]
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Posted in Comparative Corporate Governance & Regulation, Corporate Social Responsibility, Financial Regulation, International Corporate Governance & Regulation, Practitioner Publications
Tagged Entrepreneurs, Financial development, Financial regulation, IFC, International governance, World Bank
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Can Madoff Trustee Go After the Banks?
Recently, the United States District Court for the Southern District of New York ruled that the trustee for Bernard L. Madoff Investment Securities lacks authority to pursue common-law damages claims belonging to the investors in Madoff’s Ponzi scheme. Based on that ruling, the court dismissed claims against JPMorgan and UBS seeking to hold the banks […]
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Posted in Bankruptcy & Financial Distress, Court Cases, Practitioner Publications
Tagged Bankruptcy, Bernard Madoff, Debtor-creditor law, Picard v. JPMorgan, U.S. federal courts
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Do Institutional Investors Influence Capital Structure Decisions?
In the paper, Do Institutional Investors Influence Capital Structure Decisions?, which was recently made publicly available on SSRN, we analyze whether institutional holdings influence capital structure decisions, and whether firms’ financial leverage affects institutional investors’ decisions to hold their equity. Theories of capital structure imply that firms choose their leverage in response to market frictions […]
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Posted in Academic Research, Accounting & Disclosure, Empirical Research, Institutional Investors
Tagged Adverse selection, Capital structure, Information asymmetries, Institutional Investors, Leverage, Public firms
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