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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
- 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 UK Bankers’ Pay
Introduction On 29 July 2010, the UK’s Financial Services Authority (the “FSA”) published a consultation paper which sets out proposals to make significant amendments to its existing Remuneration Code (the “Code”). [1] If implemented in the proposed form, these revisions will have a significant impact on how remuneration policies and practices at UK financial institutions […]
Click here to read the complete postDodd-Frank’s Dangers and the Case for a Systemic Emergency Insurance Fund
In light of the liquidation strategy for failing financial firms set forth in Dodd-Frank, I have now posted a revised version of a forthcoming article calling for a “Systemic Emergency Insurance Fund” to augment the FDIC’s resolution authority. This version, co-authored with Chris Muller, is entitled Confronting Financial Crisis: Dodd-Frank’s Dangers and the Case for […]
Click here to read the complete postProxy Access Rule Will Lead to Greater Controversy
Editor’s Note: Kathleen L. Casey is a Commissioner at the U.S. Securities and Exchange Commission. This post is based on Commissioner Casey’s statement at a recent open meeting of the SEC, which is available here. The views expressed in the post are those of Commissioner Casey and do not necessarily reflect those of the Securities […]
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Posted in Corporate Elections & Voting, Legislative & Regulatory Developments, Regulators Materials, Securities Litigation & Enforcement
Tagged Proxy access, SEC
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Enhancing Corporate Suffrage Through Proxy Access
Editor’s Note: Elisse B. Walter is a Commissioner at the U.S. Securities and Exchange Commission. This post is based on Commissioner Walter’s statement at a recent open meeting of the SEC, which is available here. The views expressed in the post are those of Commissioner Walter and do not necessarily reflect those of the Securities […]
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Posted in Corporate Elections & Voting, Legislative & Regulatory Developments, Regulators Materials, Securities Litigation & Enforcement
Tagged Proxy access, SEC
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Canadian Decision Provides Road Map for a Dual-Class Collapse
A Canadian case decided this month is destined to become a landmark decision on the difficult issue of comparative fairness in change-of-control transactions involving collapse of two classes of stock into a single class. In Magna International, Ontario Superior Court No. CV-10-8738-00CL, major institutional shareholders attacked the restructure of Magna from a dual-class to a […]
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Posted in Court Cases, Derivatives, Mergers & Acquisitions, Practitioner Publications
Tagged Canada, Dual-class stock, Magna International, Ontario Superior Court
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A Measured Approach to Facilitating Director Nominations by Shareholders
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 Corporate Elections & Voting, Legislative & Regulatory Developments, Regulators Materials, Securities Litigation & Enforcement
Tagged Proxy access, SEC
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Concerns About New Proxy Access Rule
Editor’s Note: Troy A. Paredes is a Commissioner at the U.S. Securities and Exchange Commission. This post is based on Commissioner Paredes’ statement at a recent open meeting of the SEC, which is available here. The views expressed in the post are those of Commissioner Paredes and do not necessarily reflect those of the Securities […]
Click here to read the complete postFASB Proposes Expanded Disclosures Regarding Loss Contingencies
The Financial Accounting Standards Board (FASB) proposes to “retain” existing disclosures and “enhance them with additional information” by updating the requirements in what is now known as FASB Accounting Standards Codification Topic 450 (formerly Statement of Financial Accounting Standards No. 5) (ASC 450) for disclosure of certain loss contingencies. [1] The FASB’s proposal is the […]
Click here to read the complete postFacilitating Shareholder Director Nominations
Editor’s Note: Mary Schapiro is Chairman of the U.S. Securities and Exchange Commission. This post is based on Chairman Schapiro’s opening statement at today’s open meeting of the SEC, which is available here. The views expressed in the post are those of Chairman Schapiro and do not necessarily reflect those of the Securities and Exchange […]
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Posted in Corporate Elections & Voting, Legislative & Regulatory Developments, Regulators Materials, Securities Litigation & Enforcement
Tagged Proxy access, SEC
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Proxy Access Is In
The Securities and Exchange Commission today voted to approve a rule that provides shareholder with the right to place director candidates on the corporate ballot in certain circumstances. The adoption of proxy access is a welcome and long overdue development. In our view, the case for providing shareholders with access to the corporate ballot is […]
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