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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
Regulating the Shadow Banking System
In the paper Regulating the Shadow Banking System, which was recently made publicly available on SSRN, we propose principles for the regulation of shadow banking and describe a specific proposal to implement those principles. The “shadow” banking system played a major role in the financial crisis, but was not a central focus of the recent […]
Click here to read the complete postDodd-Frank Provisions Affecting Executive Pay
Today’s column focuses on several of the provisions in the Dodd-Frank Wall Street Reform and Consumer Protection Act, Pub. L. 111-203 (July 21, 2010) affecting executive compensation. These are (i) Say on Pay (including discussion of Proxy Access as it relates to Say on Pay), (ii) the so-called “clawback” provisions and (iii) the new requirement […]
Click here to read the complete postBank Loans with Chinese Characteristics
In the paper Bank Loans with Chinese Characteristics: Some Evidence on Inside Debt in a State-Controlled Banking System, forthcoming in the Journal of Financial and Quantitative Analysis, we study the process of bank lending to corporations in a transitional environment. A simple model of a pooling equilibrium suggests that both negative and positive announcement effects […]
Click here to read the complete postDirector 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
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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 […]
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