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

Management as a Profession: A Business Lawyer’s Critique

Editor’s Note: Ben W. Heineman, Jr. is a former GE senior vice president for law and public affairs and a senior fellow at Harvard University’s schools of law and government. An article related to this post appeared in the online edition of the Harvard Business Review. As debates about the purpose of business and business […]

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Posted in Corporate Social Responsibility, Op-Eds & Opinions | Tagged , | 6 Comments

The Financial Panic of 2008 and Financial Regulatory Reform

The Financial Panic of 2008 The first signs of an impending financial crisis appeared in the US in 2007, when US real estate prices began to collapse and early delinquencies in recently underwritten sub-prime mortgages began to spike. It culminated in a genuine financial panic during September and October of 2008. The most serious recession […]

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Posted in Banking & Financial Institutions, Financial Crisis, Financial Regulation, Legislative & Regulatory Developments, Practitioner Publications, Securities Regulation | Tagged , , , , , , , , | 1 Comment

Tests of Ex Ante versus Ex Post Theories of Collateral

In our paper, Tests of Ex Ante versus Ex Post Theories of Collateral Using Private and Public Information, forthcoming in the Journal of Financial Economics, we test the empirical predictions generated by two broad classes of theories about why borrowers pledge collateral. The first set of theories motivates collateral as a way for good borrowers […]

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Pharma Industry Consultant Indicted For Tipping Inside Information

The federal government’s focus on insider trading and hedge funds continues, with the recent filing of a criminal complaint and SEC enforcement action against a French medical doctor, who served on a steering committee overseeing a clinical trial of a drug under development by Human Genome Sciences, Inc. (“HGSI”). US v. Benhamou, 10-MAG-2424 (S.D.N.Y. Nov. […]

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Posted in Court Cases, Practitioner Publications, Securities Litigation & Enforcement | Tagged , , , | Comments Off on Pharma Industry Consultant Indicted For Tipping Inside Information

Comparing CEO Employment Contract Provisions

In our paper, Comparing CEO Employment Contract Provisions: Differences between Australia and the U.S., forthcoming in the Vanderbilt Law Review, we compare and contrast CEO employment contracts across two very different common law countries. In the wake of the global financial crisis, executive compensation is front page news, with soaring rhetoric about excessive pay to […]

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Posted in Academic Research, Empirical Research, Executive Compensation | Tagged , , , | Comments Off on Comparing CEO Employment Contract Provisions

Mortgage Lending Practice after the Dodd-Frank Act

I. Introduction On July 21, 2010, the President signed the Dodd-Frank Wall Street Reform and Consumer Protection Act (the “Dodd-Frank Act”), enacting numerous provisions intended to reform the mortgage lending industry with an eye towards consumer protection. Many of these provisions are contained within Title XIV of the Dodd-Frank Act, the Mortgage Reform and Anti-Predatory […]

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Posted in Banking & Financial Institutions, Financial Crisis, Legislative & Regulatory Developments, Practitioner Publications, Private Equity | Tagged , , , , , | 10 Comments

Non-GAAP and Street Earnings

In the paper, Non-GAAP and Street Earnings: Evidence from SFAS 123R, recently made publicly available on SSRN, we examine how key market participants—managers and analysts—responded to SFAS 123R‘s controversial requirement that firms recognize stock-based compensation expense. Despite mandated recognition of the expense, some firms’ managers exclude it from non-GAAP earnings and some firms’ analysts exclude […]

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Posted in Academic Research, Accounting & Disclosure, Empirical Research | Tagged , , , | Comments Off on Non-GAAP and Street Earnings

EU Still Not Taking Shareholder Rights Seriously

Editor’s Note: The following post comes to us from Pavlos E. Masouros, a Fellow of Corporate Law at Leiden University. Proponents of the global shareholder activism movement have recently praised the EU for generously empowering shareholders through the so-called Shareholder Rights Directive (“SRD”) (Directive 2007/36/EC). A year after the deadline for the transposition of the […]

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Posted in Corporate Elections & Voting, International Corporate Governance & Regulation, Op-Eds & Opinions | Tagged , , , , | 1 Comment

Reviewing Asset-Backed Securities – Investors Deserve Better

Editor’s Note: Luis A. Aguilar is a Commissioner at the U.S. Securities and Exchange Commission. This post is based on Commissioner Aguilar’s statement at a recent open meeting of the SEC, which is available here. The views expressed in the post are those of Commissioner Aguilar and do not necessarily reflect those of the Securities […]

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Posted in Financial Crisis, Legislative & Regulatory Developments, Regulators Materials, Securities Regulation, Speeches & Testimony | Tagged , , , , | Comments Off on Reviewing Asset-Backed Securities – Investors Deserve Better

Missing Elements in US Financial Reform

In the paper, Missing Elements in U.S. Financial Reform: A Kubler-Ross Interpretation of the Inadequacy of the Dodd-Frank Act, which was recently made publicly available on SSRN, I summarize the incentive conflicts that led creditors and internal and external supervisors to short-cut and outsource due diligence. It is instructive to think of excessive financial-institution risk-taking […]

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Posted in Academic Research, Banking & Financial Institutions, Bankruptcy & Financial Distress, Empirical Research, Financial Regulation, Legislative & Regulatory Developments, Securities Regulation | Tagged , , , , | Comments Off on Missing Elements in US Financial Reform