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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
The SEC’s Strategic Plan for Regulatory Reform
(Editor’s Note: Earlier this month the SEC released for comment its draft Strategic Plan for 2010-2015, including their strategic goals and outcomes for regulatory reforms and investor information. We have extracted below the list of strategic goals and outcomes, and the discussion and initiatives associated with the regulatory reforms and investor information goals. The complete […]
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Posted in Accounting & Disclosure, Legislative & Regulatory Developments, Regulators Materials, Securities Litigation & Enforcement, Securities Regulation
Tagged Disclosure, Financial regulation, SEC
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SEC and CFTC Release Joint Report on Harmonization of Regulation
The Securities and Exchange Commission (“SEC”) and the Commodity Futures Trading Commission (“CFTC”) (collectively, the “Commissions”) released a joint report on October 16, 2009 (the “Report”) reviewing the key elements of the Commissions’ regulatory schemes and providing recommendations for regulatory harmonization. The Report was produced in response to a request in Treasury’s White Paper on […]
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Posted in Financial Regulation, Legislative & Regulatory Developments, Practitioner Publications, Securities Litigation & Enforcement, Securities Regulation
Tagged CFTC, Fiduciary duties, Financial regulation, Risk, Risk management, Rule 15a-6, SEC
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How Law Affects Lending
In our paper, How Law Affects Lending, which was recently accepted for publication in the Review of Financial Studies, we exploit variation in legal institutions of twelve transition economies to investigate the effect of legal change on the supply of credit. Our study focuses on twelve Central Eastern European (CEE) transition economies. We assemble […]
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Posted in Academic Research, Banking & Financial Institutions, Bankruptcy & Financial Distress, Empirical Research
Tagged Credit supply, Debtor-creditor law, Europe
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Considerations for Public Company Directors in the Current Environment
The current economic and regulatory landscape poses unprecedented challenges for public companies and their boards of directors. They are facing scrutiny from shareholders, Congress, regulators and the public, and new proposals to address the causes of the financial crisis have been emerging on almost a daily basis for over a year now. Many of these […]
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Posted in Boards of Directors, Corporate Elections & Voting, Executive Compensation, Legislative & Regulatory Developments, Practitioner Publications
Tagged Board leadership, Boards of Directors, Clawbacks, Executive Compensation, Risk, Risk management, Say on pay, Shareholder proposals
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Regulation of OTC Derivatives and the Proposed OTC Derivatives Markets Act
(Editor’s Note: The post below is a transcript of Mr. Gensler’s recent testimony to the House Committee on Financial Services, omitting introductory and conclusory comments. Mr. Gensler’s complete written testimony can be found here.) I would like to address much-needed regulatory reform of OTC derivatives in the context of two principal goals: lowering risk to […]
Click here to read the complete postDo Buyouts (Still) Create Value?
The leveraged buyout (LBO) wave of the 1980s was an important phenomenon well studied by academics and practitioners. However, given the rise of the private equity industry, changes in the characteristics of firms targeted for buyouts, and changes in the structure of the transactions themselves, the mechanisms through which buyouts can create value have […]
Click here to read the complete postRegulate OTC Derivatives by Deregulating Them
As a result of the current financial crisis, there have been multiple calls for strict new regulation of over-the-counter (OTC) financial derivatives. In a new article entitled Regulate OTC Derivatives by Deregulating Them, I propose instead that we consider returning to the common law approach to “off-exchange” derivatives—“deregulate” them by refusing to allow traders who […]
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Posted in Academic Research, Derivatives, Legislative & Regulatory Developments, Securities Regulation
Tagged Financial regulation, Hedging, OTC derivatives
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Delaware Decision Clarifies Standards for Third-Party Transactions with Controlled Companies
The Delaware Court of Chancery has suggested certain rules of the road when a third party acquires a company with a controlling stockholder. In re John Q. Hammons Inc., S’holder Litig., C.A. No. 758-CC (Del. Ch. Oct. 2, 2009). The case arose from the sale of John Q. Hammons Hotels, Inc., a publicly traded hotel […]
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Posted in Court Cases, Mergers & Acquisitions, Practitioner Publications
Tagged Controlling shareholders, Delaware cases, Delaware law, In re John Q. Hammons
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Shareholders’ Say on Pay: Does it Create Value?
In our forthcoming Journal of Financial and Quantitative Analysis paper, Shareholders’ Say on Pay: Does it Create Value?, we investigate whether allowing shareholder votes on executive compensation increases shareholder wealth. We perform three experiments to examine this issue. In our primary experiment, we examine the market reaction to the passage of the House of […]
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Posted in Academic Research, Boards of Directors, Corporate Elections & Voting, Empirical Research, Executive Compensation
Tagged Say on pay, Shareholder proposals, Shareholder voting
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