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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
Policy Perspectives on OTC Derivatives Market Infrastructure
In our paper Policy Perspectives on OTC Derivatives Market Infrastructure (Federal Reserve Bank of New York Staff Report No. 424), we address market design weaknesses in the over-the-counter (OTC) derivatives market that were identified through the crisis, and discuss how the New York Fed and other regulators could improve the structure of this market. In […]
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Posted in Academic Research, Empirical Research, Financial Regulation
Tagged Federal Reserve, OTC derivatives
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Ownership’s Powerful and Pervasive Effects on M&A
Mergers and acquisition (M&A) practices vary – indeed, practitioner lore is that every deal is unique. But M&A deals have much in common. M&A contracts, techniques, and outcomes vary systematically. While practitioners exploit such patterns, few have been reported, analyzed, or considered in academic research, and not all practitioners fully reflect these patterns in their […]
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Posted in Academic Research, Empirical Research, HLS Research, Mergers & Acquisitions
Tagged Ownership
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Capital Allocation and Delegation of Decision-Making Authority
In our paper Capital Allocation and Delegation of Decision-Making Authority within Firms, which was recently published on SSRN, we examine the allocation of capital and the delegation of decision-making authority within firms. Theoretical research examines how decision-making authority is delegated within groups. While the theoretical implications are far-ranging, there is a scarcity of empirical evidence […]
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Posted in Academic Research, Empirical Research, Private Equity
Tagged Decision-making
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Risk Oversight: A Board Imperative
Risk oversight is a high priority for today’s boards of directors. The risk oversight playbook is likely to evolve as boards refine their processes into 2010 and beyond. There are signs that legislators and regulators have risk oversight in their line of sight. For example, in the United States, the SEC proposed new proxy disclosures […]
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Posted in Boards of Directors, Practitioner Publications
Tagged Protiviti, Risk, Risk management
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Compensation Season 2010 – Issues to Consider
For many public companies, the new year marks the commencement of compensation season. Setting pay and targets for the new year, determining achievement of performance objectives for the past year and preparing the annual proxy statement contribute to a busy first quarter for compensation committees and management teams working with them. In 2010, companies will […]
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Posted in Executive Compensation, Practitioner Publications
Tagged Clawbacks, Executive Compensation, Say on pay, SEC
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Implications of the “Volcker Rules” for Financial Stability
Editor’s Note: Hal Scott is the Director of the Program on International Financial Systems at Harvard Law School. This post is based on Professor Scott’s recent testimony before the Senate Committee on Banking, Housing And Urban Affairs, omitting footnotes. Professor Scott’s testimony is in his own capacity and does not purport to represent the views […]
Click here to read the complete postCommentaries on Critical Legal Issues in 2010
For the second year in a row, Skadden, Arps, Slate, Meagher & Flom LLP has published a collection of commentaries addressing what we see as critical legal issues and areas of focus by businesses and industry sectors likely to be in the forefront of the matters considered by the U.S. and global financial and business […]
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Posted in Financial Regulation, Legislative & Regulatory Developments, Practitioner Publications
Tagged Financial regulation
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Dividend and Corporate Taxation in an Agency Model of the Firm
In our paper Dividend and Corporate Taxation in an Agency Model of the Firm, which is forthcoming in the American Economic Journal: Economic Policy, we propose a simple model based on the agency theory of the firm (Jensen and Meckling 1976) that provides an alternative to the two leading theories of corporate taxation – the […]
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Posted in Academic Research, Accounting & Disclosure, Boards of Directors, Empirical Research
Tagged Agency model, Dividends, Taxation
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Seven Law Firms Comment on “Opt-Out” Under SEC’s Proposed Proxy Access Rules
Seven major law firms — Cravath, Swaine & Moore LLP, Davis Polk & Wardwell LLP, Latham & Watkins, LLP, Simpson Thacher & Bartlett LLP, Skadden, Arps, Slate, Meagher & Flom LLP, Sullivan & Cromwell LLP and Wachtell, Lipton, Rosen & Katz — collaborated on a 17-page comment letter in response to a request by the SEC […]
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