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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
Effects of Local Director Markets on Corporate Boards
In our paper, Effects of Local Director Markets on Corporate Boards, which was recently made publicly available on SSRN, we examine how local director labor markets affect board composition and the quality of corporate governance. We document that the supply of potential directors in the local labor market strongly affects board composition of S&P 1500 […]
Click here to read the complete postProfessors Argue Against U.S. Courts Hearing Foreign Securities Claims
A group of professors of American and German securities law submitted an amicus brief to the Second Circuit Court of Appeals in Elliott Associates v. Porsche, on Wednesday August 3, 2011. Amici urged the Court to prevent private parties from using U.S. courts to litigate claims that exceed the subject matter that Congress intended to […]
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Posted in Academic Research, Court Cases, Securities Regulation
Tagged Elliott v. Porsche, Exchange Act, Extraterritoriality, Morrison v. National Australia Bank Ltd., Swaps, U.S. federal courts
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Preparing for Increased Takeover Activity in Europe
In spite of the crisis relating to state debt in certain European countries, 2011 has so far been a year that has seen a resurgence in the field of mergers and acquisitions in Europe. The proposed merger of the NYSE and Deutsche Börse, Volkswagen’s bid for MAN SE, LVHM’s tender offer for jewel company Bulgari […]
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Posted in International Corporate Governance & Regulation, Mergers & Acquisitions, Practitioner Publications
Tagged Cross-border transactions, Europe, Takeovers
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General Accountability Office Struggles with Dodd-Frank’s Volcker Rule
The General Accountability Office (“GAO”) recently completed a study mandated by the Dodd-Frank Wall Street Reform and Consumer Protection Act of the risks and conflicts of interest associated with proprietary trading by U.S. banking institutions (the “Study”). Proprietary trading will be prohibited by Dodd-Frank’s Volcker Rule beginning in July 2012, and the Study was intended […]
Click here to read the complete postThe Effect of Liquidity on Governance
In our paper, The Effect of Liquidity on Governance, which was recently made publicly available on SSRN, we study how stock liquidity affects whether and how blockholders choose to exert governance on a firm. We find that liquidity encourages shareholders to acquire blocks (stakes of at least 5%). Conditional upon a block being formed, liquidity […]
Click here to read the complete postCFTC and SEC Joint Roundtable on Extraterritorial Scope of Swaps Regulation
On Monday, August 1, 2011, the Commodity Futures Trading Commission (“CFTC”) and the Securities Exchange Commission (“SEC”, and together with the CFTC, the “Commissions”) jointly held a public roundtable discussion on international issues related to swaps regulations under the Dodd-Frank Act. The roundtable consisted of three sessions on the following topics: cross-border transactions; global entities; […]
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Posted in Legislative & Regulatory Developments, Practitioner Publications, Securities Regulation
Tagged CFTC, Cross-border transactions, Dodd-Frank Act, Extraterritoriality, SEC, Swaps
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Corporate Governance in Emerging Markets
Emerging markets play an increasingly important role in the global economy, given their high economic growth prospects and their improving physical and legal infrastructures. Combined, these countries account for nearly 40 percent of global gross domestic product, according to the International Monetary Fund. For some investors, emerging markets offer an attractive opportunity, but they also […]
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Posted in Academic Research, Financial Regulation, International Corporate Governance & Regulation
Tagged Board independence, Boards of Directors, Emerging markets, Firm performance, General governance, Investor protection
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Are Busy Boards Detrimental?
In our paper, Are Busy Boards Detrimental?, which was recently made publicly available on SSRN, we attempt to measure effects of busy directors serving on the boards of venture-backed IPO firms, and by so doing, address concerns that busy boards are detrimental and that multiple directorships should be limited. The issue of busy boards has […]
Click here to read the complete postImplications of the Proxy Access Case
On July 22, 2011, the U.S. Court of Appeals for the D.C. Circuit issued a long-awaited decision in the case of Business Roundtable and Chamber of Commerce v. Securities and Exchange Commission, No. 10-1305 slip op. (D.C. Cir. Jul. 22, 2011), which vacated Rule 14a-11, the SEC’s shareholder access rule. By vacating the rule, the […]
Click here to read the complete postDoes the Director Election System Matter?
In our paper, Does the Director Election System Matter? Evidence from Majority Voting, which was recently made publicly available on SSRN, we examine the economic consequences of a change in the director election system, namely, the switch from a plurality voting to a majority voting standard. Under a plurality voting standard—until recently the default arrangement […]
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