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

Corporate Governance of LBOs

In our paper, Corporate Governance of LBOs: The Role of Boards, which was recently made publicly available on SSRN, we study whether the success of private equity-backed firms is due to their superior corporate governance or instead due to financial engineering. We focus in particular on the role of boards in LBOs and look at […]

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Posted in Academic Research, Boards of Directors, Empirical Research, Mergers & Acquisitions, Private Equity | Tagged , , , , | 1 Comment

Investigative Authorities of House and Senate Committees

Congress has inherent power to investigate and that power has been delegated to House and Senate Committees. Both House and Senate rules, for example, give standing committees the ability to issue subpoenas, hold hearings, and conduct investigations. [1] It can be a harrowing experience to receive a request for information or documents or for an […]

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Posted in Legislative & Regulatory Developments, Practitioner Publications | Tagged | 1 Comment

2011 Mid-Year Securities Enforcement Update

I. Overview of the First Half of 2011 Robert Khuzami, the Director of the Division of Enforcement (the “Division”) of the SEC, recently took stock of the SEC’s accomplishments in the two years since he began his term. Specifically, he focused on the Division’s restructuring, calling it the “most significant” since the Division’s creation almost […]

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Posted in Practitioner Publications, Securities Litigation & Enforcement, Securities Regulation | Tagged , , , , , , | Comments Off on 2011 Mid-Year Securities Enforcement Update

Regulatory Capital Surcharge for Global Systemically Important Banks

On July 19, 2011, the Basel Committee on Banking Supervision (the “BCBS”) [1] issued a consultative document setting forth a requirement for a new common equity capital surcharge on certain global systemically important banks (“G-SIBs”). [2] A summary of the surcharge proposal was announced on June 25, 2010 in a short press release by the […]

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Posted in Banking & Financial Institutions, Financial Regulation, International Corporate Governance & Regulation, Practitioner Publications | Tagged , , , | Comments Off on Regulatory Capital Surcharge for Global Systemically Important Banks

State Ownership and Corporate Governance

In the paper State Ownership and Corporate Governance, which was recently made publicly available on SSRN, I explore the role of the state as shareholder in the political economy of corporate governance. Although atypical in the United States, state ownership of listed companies is pervasive and growing elsewhere in the world. According to a recent […]

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Posted in Academic Research, International Corporate Governance & Regulation | Tagged , , , | 1 Comment

Why CEO-to-Worker Pay Ratios Matter to Investors

Section 953(b) of the Dodd-Frank Wall Street Reform and Consumer Protection Act requires public companies to disclose the ratio of compensation between their CEO and their median employee. The Securities and Exchange Commission will propose regulations to implement this requirement later this year. In this briefing paper, the AFL-CIO Office of Investment argues why CEO-to-worker […]

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Posted in Accounting & Disclosure, Executive Compensation, Financial Regulation, Practitioner Publications | Tagged , , , , , , | 3 Comments

Limitations on Contributions Would Undercut Directors

In mid-July, the Shareholder Protection Act [1] was reintroduced into Congress, representing the latest attempt by shareholder activists to extend corporate governance requirements to cover political spending by corporations in the wake of last year’s Supreme Court decision in Citizens United v. Federal Election Commission. [2] If it were to be adopted and signed into […]

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Posted in Corporate Elections & Voting, Legislative & Regulatory Developments, Practitioner Publications | Tagged , , | 1 Comment

The 2011 CEO Succession Report

In our study, The 2011 CEO Succession Report, which The Conference Board recently released, we document 2009-2010 succession events regarding the chief executive officer of S&P 500 companies and analyze those events in the historical context of the last two decades. The report is organized in four parts. Part I: CEO Succession Trends illustrates year-by-year […]

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Posted in Boards of Directors, Practitioner Publications | Tagged , , , , | 1 Comment

Corporate Governance and Banks

How did the governance structure of banks perform during the financial crisis? In our paper, Corporate Governance and Banks: What Have We Learned from the Financial Crisis? we examine this question in light of recent academic work and policy discussions. We begin by providing a twist on the usual question of what is different about […]

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Posted in Academic Research, Banking & Financial Institutions, Financial Crisis | Tagged , , , | Comments Off on Corporate Governance and Banks

Transparency and Confidentiality in the Post Financial Crisis World

The U. S. Congressional response to the most significant financial crisis since the Great Depression was to mandate, among other things, an unprecedented amount of new types of disclosure by financial institutions and their supervisors. In the Dodd-Frank Act, Congress created a new oversight body—the Financial Stability Oversight Counsel (FSOC), which is responsible for supervision […]

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Posted in Accounting & Disclosure, Financial Regulation, Legislative & Regulatory Developments, Practitioner Publications | Tagged , , , , | Comments Off on Transparency and Confidentiality in the Post Financial Crisis World