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HLS Faculty & Senior Fellows
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
Joe Flom — A Brief Salute
Editor’s Note: Peter Atkins is a partner for corporate and securities law matters at Skadden, Arps, Slate, Meagher & Flom LLP. I had the incredible good fortune over a span of 43 years to know, work with, be a partner of and, most importantly, to have the friendship and guidance of Joe Flom. His passing […]
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Posted in Op-Eds & Opinions
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Investing in Corporate Social Responsibility to Enhance Customer Value
Corporate social responsibility (CSR) activities have the potential to create several distinct forms of value for customers. It is the customer perception of this value that mediates the relationship between CSR activities and subsequent financial performance. By categorizing major CSR activities and the different types of value each can create, this report offers a number […]
Click here to read the complete postDelaware Court Implements Guideline Regarding the Preservation of Electronic Information
On January 18, 2011, the Delaware Court of Chancery became one of the first state courts to issue a guideline for the preservation of electronically stored information (“ESI”) (the “Guideline”). The stated purpose of the Guideline is a reminder to litigants and their counsel (inside and outside counsel) of their common law duty to preserve […]
Click here to read the complete postDirector Pay
During the past decade, we have witnessed both a dramatic increase in the demands placed on directors of public companies and the scrutiny of boards’ actions. While the fundamental model of a director’s fiduciary duties under state law has remained mostly stable, in other precincts – including the Securities and Exchange Commission and other regulators, […]
Click here to read the complete postThe Fund Industry: How Your Money is Managed
Robert Pozen and Theresa Hamacher’s The Fund Industry: How Your Money is Managed provides keen insights into the evolution of the money management industry. Pozen and Hamacher offer readers a comprehensive roadmap toward understanding the various types of funds offered for investors. Beneficial both for experienced investors looking to refine their understanding of how the […]
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Posted in Op-Eds & Opinions, Practitioner Publications, Private Equity
Tagged Hedge funds, Money market funds
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Compensation Consultant Selection, Switch and CEO Pay
In the paper, Big or Small: Compensation Consultant Selection, Switch and CEO Pay, we provide new evidence showing that CEOs of firms engaging BIG6 consultants receive lower equity payments and lower total compensations compared to that of firms engaging SMALL consultants. Although most prior studies have examined the compensation consultants’ potential conflicts of interest and […]
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Posted in Academic Research, Accounting & Disclosure, Boards of Directors, Empirical Research, Executive Compensation
Tagged Compensation consultants, Compensation disclosure, Conflicts of interest, Executive Compensation
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An Antidote for the Poison Pill
Editor’s Note: Lucian Bebchuk is Professor of Law, Economics, and Finance at Harvard Law School. This post is based on an op-ed article by Professor Bebchuk, available here, that appeared in today’s print edition of the Wall Street Journal. The op-ed article builds on Professor Bebchuk’s academic studies on the consequences of antitakeover defenses and […]
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Posted in Boards of Directors, Corporate Elections & Voting, HLS Research, Op-Eds & Opinions
Tagged Airgas v. Air Products & Chemicals, Antitakeover, Boards of Directors, Charter & bylaws, Delaware articles, Delaware cases, Delaware law, Poison pills, Staggered boards, Takeover defenses
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A Test of IPO Theories Using Reverse Mergers
In the paper, A Test of IPO Theories Using Reverse Mergers, which was recently made publicly available on SSRN, we investigate many of the current theories explaining why IPO returns are large and significantly positive on the issuance date. Reverse mergers are an alternative method to IPOs for going public, and announcement day price reaction […]
Click here to read the complete postFederal Reserve Proposed Rulemaking Addresses Dodd-Frank Systemic Risk Provisions
In early February, the Board of Governors of the Federal Reserve System (the “Board”) issued a Notice of Proposed Rulemaking and request for comment [1] regarding two aspects of the new Dodd-Frank systemic risk regime. The proposed rule sets forth suggested definitions of two sets of terms that appear in the systemic risk provisions of […]
Click here to read the complete postDelaware Supreme Court Allows Books and Records Action After Derivative Lawsuit
On January 28, 2011, the Delaware Supreme Court clarified in King v. VeriFone Holdings, Inc., Del. Supr., No. 330, 2010, that plaintiffs may in some circumstances inspect a corporation’s books and records to bolster a derivative action complaint even after they have filed a lawsuit. Section 220 of Delaware’s General Corporation Law provides shareholders with […]
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