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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
Proposed Changes May Facilitate “Wall-Crossed” Offerings
On December 21, 2009, the Securities and Exchange Commission issued a proposed amendment to paragraph (c) of Rule 163 under the Securities Act of 1933, as amended. Rule 163 was initially adopted in 2005 as part of the SEC’s Securities Offering Reform, which, among other things, eased many of the “gun jumping” restrictions on communications […]
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Posted in Practitioner Publications, Securities Regulation
Tagged SEC, Securities Act, Securities Act Rule 163, Wall-crossed offerings, WKSIs
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Acquirer-Target Social Ties and Merger Outcomes
In our recent working paper Acquirer-Target Social Ties and Merger Outcomes, we estimate the relationship between merger announcement returns and the extent of social ties between the top managers and directors of the two merging firms. We focus on educational institutions as well as employment history as the basis of the social networks that we […]
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Posted in Academic Research, Empirical Research, Mergers & Acquisitions
Tagged Merger announcements, Social networks
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Pros and Cons of Voluntarily Implementing Proxy Access
Although many things about proxy access remain uncertain, it is clear the SEC remains committed to adopting a final rule in early 2010. The new rule will likely be effective for the 2011 proxy season. In our previous Proxy Access Analysis No. 4 we observed that: A critical question for companies and investors alike is […]
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Posted in Corporate Elections & Voting, Financial Regulation, Practitioner Publications
Tagged Proxy access, SEC
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Market Reactions to CEO Inside Debt Holdings
Editor’s Note: This post comes to us from David Yermack, the Albert Fingerhut Professor of Finance and Business Transformation at New York University, and Chenyang Wei, economist at the Federal Reserve Bank of New York. In our recently updated working paper Stockholder and Bondholder Reactions to Revelations of Large CEO Inside Debt Holdings: An Empirical […]
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Posted in Empirical Research, Executive Compensation, Securities Regulation
Tagged Corporate debt, Debt-equity ratio, Federal Reserve, Incentives, Inside debt, Stock performance
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Ten Thoughts for Ordering Governance Relationships in 2010
As the 2010 proxy season nears, we encourage both boards and shareholders to rethink the contours of their relationship. We expect institutional shareholders to have greater influence in director elections this year given the increasing prevalence of majority voting requirements and, for the first time, the absence of discretionary voting by brokers of uninstructed shares. […]
Click here to read the complete postAdditional Views on What TARP Has Achieved
Editor’s Note: Damon Silvers is Associate General Counsel for the AFL-CIO and a member of the Congressional Oversight Panel established in 2008 to review the current state of financial markets and the regulatory system. This post is based on Mr. Silver’s additional views on the recent report of the Panel, which was the subject of […]
Click here to read the complete postCompensation and Risk Under New SEC Rules
The SEC has amended its disclosure rules to require, among other matters, a discussion about a company’s compensation policies and practices for all employees if they create risks that are “reasonably likely” to have a material adverse effect on the company. [1] Prior SEC guidance, to which the SEC referred in adopting the amendments, indicates […]
Click here to read the complete postBoard of Directors Meeting Agendas
The numerous legislative and regulatory initiatives adopted or proposed in response to the economic crisis, and the increased corporate governance activism by shareholders and their advisory organizations, raise the question of what are the key matters that a board should be considering on a regular basis. As a supplement to our recent post on the […]
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Posted in Boards of Directors, Practitioner Publications
Tagged Boards of Directors
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Basel Committee Proposes Strengthening Bank Capital and Liquidity Regulation
On December 17, 2009, the Basel Committee issued two consultative documents proposing reforms to bank capital and liquidity regulation, which are intended to address lessons learned from the financial crisis that began in 2007. [1] The document titled Strengthening the Resilience of the Banking Sector proposes fundamental, although in many respects anticipated, changes to bank […]
Click here to read the complete postMandatory Accounting Standards and the Cost of Equity Capital
In my forthcoming Accounting Review paper Does Mandatory Adoption of International Financial Reporting Standards in the European Union Reduce the Cost of Equity Capital? I test whether mandatory IFRS adoption affects the cost of equity capital using a sample of 6,456 observations representing 1,084 distinct firms in 18 EU countries during the period of 1995 […]
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Posted in Academic Research, Accounting & Disclosure, Empirical Research
Tagged Equity capital, Europe, IFRS
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