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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
Director and Executive Compensation of the 100 Largest US Public Companies
Our eighth Annual Survey of Selected Corporate Governance Practices of the Largest US Public Companies (the “Survey”) reflects a year of consolidation, rather than innovation, in compensation disclosure by the largest US public companies. The proxy statements of the Top 100 Companies [1] continue many of the trends noted in prior years: enhanced attention to […]
Click here to read the complete postEuropean Rejection of Attorney-Client Privilege for Inside Lawyers
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. In a striking example of formalism over realism, the European Court of Justice on September 14, 2010 ruled that the attorney-client privilege applied only when […]
Click here to read the complete postPrivate Equity and Long-Run Investment
In the paper Private Equity and Long-Run Investment: The Case of Innovation, forthcoming in the Journal of Finance, we examine the changes in patenting behavior of 495 firms with at least one successful patent application filed in the period from three years before to five years after being part of a private equity transaction. A […]
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Posted in Academic Research, Empirical Research, Private Equity
Tagged Leveraged acquisitions, Patents, Per Strömberg, Private equity
2 Comments
What Effect Will Citizens United Have on Shareholder Wealth?
In Citizens United, the Supreme Court relaxed the ability of corporations to spend money on elections, rejecting a shareholder-protection rationale for restrictions on spending. The decision was a ‘shock’ to corporate governance of the majority of the largest US companies overturning long-standing understandings about how shareholder money could be used by corporate managers in […]
Click here to read the complete postManager Characteristics and Capital Structure
In the paper, Manager Characteristics and Capital Structure: Theory and Evidence, forthcoming in the Journal of Financial and Quantitative Analysis, we theoretically and empirically investigate the effects of manager characteristics on capital structure. We develop a dynamic principal-agent model that incorporates taxes, bankruptcy costs, and managerial discretion in financing and effort. We derive the manager’s […]
Click here to read the complete postDelaware Supreme Court Addresses Majority Voting Standards in Director Elections
A recent Delaware Supreme Court decision has significant implications for corporations with majority voting standards where incumbent directors fail to receive the required level of support and tender their resignations to the board of directors. The decision, City of Westland Police & Fire Retirement System v. Axcelis Technologies, Inc., provides stockholders with a roadmap for […]
Click here to read the complete postThe Optimal Duration of Executive Compensation
In the paper, The Optimal Duration of Executive Compensation: Theory and Evidence, which was recently made publically available on SSRN, we ask several questions: How long does it take for a typical executive pay contract to vest, and how does this vary in the cross-section? Does the mix of short-term and long-term pay affect executive […]
Click here to read the complete postAdditional Major Proxy Reforms Are Possible Next Year
While recent developments have focused attention on the new rule enabling proxy access (Rule 14a-11; available here) and its impact on the 2011 proxy season, the Securities and Exchange Commission (SEC) will also be busy over coming months exploring a major overhaul of the proxy system based on reform concepts presented in their Concept Release […]
Click here to read the complete postGovernance Lessons from HP
Editor’s Note: This post comes to us from Elise Walton. Ms. Walton is a consultant specializing in corporate governance, strategic organization design and executive leadership. She was formerly a partner at Oliver Wyman for over 18 years, where she led major projects and served as the Corporate Governance practice leader. HP has provided some interesting […]
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Posted in Boards of Directors, Op-Eds & Opinions
Tagged HP, Lead directors, Non-executive chairman, Succession
4 Comments
Governance Changes Under Dodd-Frank
The Dodd-Frank Act mandates a variety of changes to the governance, disclosure and compensation practices of all public companies. Many of the provisions of the Act require further SEC rulemaking and interpretation before definitive responses can be implemented, but companies should become familiar with the pending changes and take preparatory steps where possible. The purpose […]
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