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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 Christine Davine
- Renata J. Ferrari
- Andrew Freedman
- Ray Garcia
- Byron Georgiou
- Joseph Hall
- Jason M. Halper William P. Mills
- David Millstone
- Theodore Mirvis
- Philip Richter
- Elina Tetelbaum
- Sebastian Tiller
- Marc Trevino Jonathan Watkins
- Steven J. Williams
HLS Faculty & Senior Fellows
Author Archives: Harvard Law School Forum on Corporate Governance and Financial Regulation
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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Federal Court Rejects Claim that Merger Negotiations are Required to be Disclosed
The United Stated District Court in Chicago has granted summary judgment dismissing a class action claiming that statements by Sears about its business that did not also disclose that it was negotiating a merger with Kmart constituted federal securities fraud. Levie v. Sears Roebuck & Co., No. 04C7643 (N.D. Ill. December 18, 2009). Sears and […]
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Posted in Court Cases, Mergers & Acquisitions, Practitioner Publications
Tagged Disclosure, Levie v. Sears
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Creditor Rights and Corporate Risk-Taking
In a recent working paper Creditor Rights and Corporate Risk-Taking, we study the effect of creditor rights in bankruptcy on corporate risk-taking. In particular, we ask: What effect does the strength of creditor rights have on firms’ investment decisions? In other words, while a harsh penalty in default reduces fraud and opportunistic behavior by debtors, […]
Click here to read the complete postDrafting Disclosure Relating to Board Leadership and Risk Oversight
For some years now, corporate governance experts have debated the best model of board leadership for public companies. Studies have compared the historically prevailing U.S. model – in which the chief executive officer also serves as chairman of the board — with different approaches that are more common in other countries, such as the typical […]
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