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

Why Investment Bankers Should Have (Some) Personal Liability

Commentators on this blog and elsewhere have discussed solutions to problems that caused the most recent financial crisis. A pervasive theme has been the excessive appetite for risk in the banking industry and the impact of compensation on attitudes toward risk. Some commentators have proposed making stock-based compensation more “long term” by requiring bankers to […]

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Posted in Academic Research, Executive Compensation, Financial Crisis | Tagged , | 5 Comments

Restoring Trust in Corporate Governance

Editor’s Note: Ben W. Heineman, Jr. is a former GE senior vice president for law and public affairs, a senior fellow at Harvard University’s schools of law and government and trustee of the Committee for Economic Development. This post is based on a Policy Brief by Mr. Heineman published by the Committee for Economic Development, […]

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Financial Strength and Product Market Behavior

Seldom has corporate strategy been turned on its head so quickly. Not long ago, cash holdings were considered a dangerous thing to accumulate and companies that hoarded large cash positions were viewed with a great deal of suspicion. However, the recent market turmoil and the resultant tightening of credit have clearly emphasized the advantage of […]

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Supreme Court Strikes Down Restrictions on Corporate Speech

On January 21, 2010, the U.S. Supreme Court issued a groundbreaking decision in Citizens United v. Federal Election Commission, which held that portions of the McCain-Feingold campaign finance law banning corporate and union expenditures on political speech violate the First Amendment. The decision also calls into question similar restrictions on corporate speech in two dozen […]

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The Corporate Consequences of the Supreme Court’s Decision

Last week, the US Supreme Court ruled that the Congressional limit on corporations and labor unions advertising for and against political candidates violates free speech principles. Constitutional law scholars, the media and the public will debate whether corporations are entitled to free speech protections and Congress may revisit campaign contribution limits and public funding. But […]

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Posted in Academic Research, Court Cases, HLS Research, Op-Eds & Opinions | Tagged , , | 2 Comments

The Harvard Law School Proxy Access Roundtable: The Transcript

The Harvard Law School Program on Corporate Governance recently released as a working paper the transcript of the Program’s Proxy Access Roundtable, which was held late last year.  The working paper containing the transcript is available here. The editors, Lucian Bebchuk and Scott Hirst, have also submitted the transcript to the Securities and Exchange Commission […]

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CEO Cash Compensation and Poor Firm Performance

In our paper, Is CEO Cash Compensation Punished for Poor Firm Performance?, which was recently accepted for publication in the Accounting Review, we examine the asymmetry in the CEO pay-performance relation. In particular, we examine whether CEO pay is more sensitive to poor stock price performance than to good performance, as claimed by Leone, Wu, […]

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Letters of Intent — Ties that Bind?

A recent Delaware bench decision from newly appointed VC Laster on a motion for a temporary restraining order offers a timely reminder of potential pitfalls for parties entering into letters of intent or term sheets (for ease of reference, collectively referred to as LOIs) with the expectation that they merely represent an unenforceable “agreement to […]

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Maintaining Board Confidentiality

The increasing success of shareholder activists in designating or electing directors is altering the composition of public company boards. It is also posing challenges to long-held assumptions about the sanctity of board deliberations and the nature of a director’s confidentiality obligations to fellow directors and the company. The almost certain advent of proxy access will […]

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Compensation in the Financial Industry

Editor’s Note: This post is the written testimony (with footnotes omitted) submitted by Professor Lucian Bebchuk to the Committee on Financial Services, United States House of Representatives. Professor Bebchuk will be testifying today in the hearing on “Compensation in the Financial Industry.” The hearing will begin today at 10 a.m., and information about it and […]

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Posted in Executive Compensation, Financial Regulation, Speeches & Testimony | Tagged , , , , , | 1 Comment