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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
Reacting to Shareholder Proxy Access Proposals
This year, as a result of recent amendments to SEC rules, shareholder proponents can require companies for the first time to allow shareholders to vote on the company’s proxy card for proposals to amend the bylaws to facilitate contested elections for directors. If approved, these proposals (“proxy access” proposals) would require a company in the […]
Click here to read the complete postCorporate Governance Development Framework
Editor’s Note: The following post comes to us from Darrin Hartzler, Manager of the Corporate Governance Unit in the Environment, Social and Governance Department at the International Finance Corporation. IFC recently joined 28 other development finance institutions (DFIs) – with combined assets of approximately $852 billion – to launch the Corporate Governance Development Framework. This […]
Click here to read the complete postFinal “Living Wills” Requirements for Large Financial Institutions
Editor’s Note: Bradley Sabel is a partner at Shearman & Sterling LLP. This post is based on a Shearman & Sterling client publication by Gregg L. Rozansky. A major step in the prevention of future financial bailouts has been taken by Federal bank supervisors with the adoption on October 17 and September 13 of final […]
Click here to read the complete post2011-2012 ISS Policy Survey
Editor’s Note: Carol Bowie is Head of Compensation Research Development at Institutional Shareholder Services Inc. This post is based on the key findings of the complete ISS Policy Survey, available here. Top Governance Issues Executive compensation continues to be an American issue for a second straight year. Only for North America, a majority of both […]
Click here to read the complete postDesignation of Systemically Important Nonbank Financial Companies Under Dodd-Frank
Editor’s Note: H. Rodgin Cohen is a partner and senior chairman of Sullivan & Cromwell LLP focusing on acquisition, corporate governance, regulatory and securities law matters. This post is based on a Sullivan & Cromwell LLP publication; the full version, including footnotes, is available here. On October 11, 2011, the Financial Stability Oversight Council unanimously […]
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Posted in Banking & Financial Institutions, Financial Regulation, Legislative & Regulatory Developments, Practitioner Publications, Securities Regulation
Tagged Dodd-Frank Act, Financial institutions, FSOC, Leverage, Liquidity, Systemic risk
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Leadership in the Fund Industry
What is the critical factor for success in the U.S. mutual fund industry? Is it top-ranked investment performance, innovative products, or pervasive distribution? In our view, it is none of these factors, despite their obvious importance. Instead, the best predictors of success in the U.S. fund business are the focus and organization of the fund […]
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Posted in Academic Research, Banking & Financial Institutions, Private Equity
Tagged Fund managers, Mutual funds
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Registration of Security-Based Swap Dealers and Major Participants
Editor’s Note: Annette Nazareth is a partner in the Financial Institutions Group at Davis Polk & Wardwell LLP. This post is based on a Davis Polk client memorandum. On October 12, 2011, the Securities and Exchange Commission (the “SEC” or the “Commission”) proposed, by a 3-1 vote, rules under the Dodd-Frank Act to provide for […]
Click here to read the complete postISS Seeks Comment on Draft Proxy Voting Policies
Editor’s Note: The following post comes to us from Bimal Patel, Manager for Global Governance Policy at the ISS Governance Institute. As a critical component of ISS’ annual policy formulation process, ISS is seeking comment from institutional investors, corporate issuers, and other governance market participants on its proxy voting policy updates while they are still […]
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Posted in Corporate Elections & Voting, Executive Compensation, Institutional Investors, Practitioner Publications
Tagged Executive Compensation, ISS, Proxy access, Proxy voting, Say on pay, Surveys
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Clearinghouse Over-Confidence
Editor’s Note: Mark Roe is the David Berg Professor of Law at Harvard Law School, where he teaches bankruptcy and corporate law. This post is Professor Roe’s most recent op-ed in his regular column series titled “The Rules of the Game” written for the international association of newspapers Project Syndicate, which can be found here. […]
Click here to read the complete postDeviation from the Target Capital Structure and Acquisition Choices
In the paper, Deviation from the Target Capital Structure and Acquisition Choices, forthcoming in the Journal of Financial Economics, I explore the effects of a firm’s leverage deficit on its acquisition choices. In particular, I examine the extent to which a firm’s leverage deficit affects the likelihood of the firm making an acquisition as well […]
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Posted in Academic Research, Banking & Financial Institutions, Empirical Research, Mergers & Acquisitions
Tagged Capital structure, Financing conditions, Leveraged acquisitions, Target firms
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