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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
Corporate Governance and the U.S. Senate
Classified boards, where directors serve staggered terms (typically for three years with one-third of the directors elected each year), has been a recognized corporate governance alternative for a long time. The laws of every state permit corporations to structure their boards in this way. In fact, it is the default rule in Massachusetts for publicly […]
Click here to read the complete postPerspectives from the Boardroom—2009
Chief executives and regulators have been blamed for the current economic crisis, but in some ways what is surprising is that boards have generally escaped notice. Clearly the experience of corporate boards in the downturn has not been explored. To understand what transpired in the boardrooms of complex companies, and to offer a prescription to […]
Click here to read the complete postProposed Money Market Reforms Fail to Address Key Issues
Despite last year’s near-miss of a Money Market Fund catastrophe, the SEC’s current Money Market Reform proposal asks for only modest reforms that fail to address the key issues of this $3.8 trillion financial intermediary; indeed, that may well aggravate systemic risk. First, the proposal does not appreciate that there are really two separate MMF […]
Click here to read the complete postShareholder Opportunism in a World of Risky Debt
According to the Treasury Department’s June 2009 report on the financial crisis, the collapse of AIG is Exhibit One in the case for more aggressive federal regulation of derivative contracts. Contrary, however, to the view adopted by Treasury, AIG did not fail merely because it sold credit default swaps linked to subprime mortgages. Rather, […]
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Posted in Academic Research, Financial Crisis, Financial Regulation, Securities Regulation
Tagged AIG, Contingent debt, Credit default swaps, Risk
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How Does Internal Control Regulation Affect Financial Reporting?
In our paper How does internal control regulation affect financial reporting? which was recently accepted for publication in the Journal of Accounting and Economics, we examine the financial reporting effects of the Federal Depository Insurance Corporation Improvement Act (FDICIA) internal control provisions. The internal control provisions of the FDICIA provide exemptions that allow us […]
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Posted in Academic Research, Accounting & Disclosure, Financial Regulation, Legislative & Regulatory Developments
Tagged Financial reporting, Internal control
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Treasury Department Proposes Bank Capital Reforms
SUMMARY Late yesterday, the U.S. Treasury Department issued a policy statement entitled “Principles for Reforming the U.S. and International Regulatory Capital Framework for Banking Firms” (the “Policy Statement”). The Policy Statement, which was developed in consultation with the U.S. bank regulatory agencies, sets forth eight “core principles that should shape a new international capital accord”. […]
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Posted in Accounting & Disclosure, Banking & Financial Institutions, Financial Crisis, Financial Regulation, Practitioner Publications, Private Equity
Tagged Capital requirements, Treasury Department
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Proposed Pay Reform Rules Raise Questions
On July 17, the Securities and Exchange Commission (SEC) published in the Federal Register proposed changes in proxy statement disclosure rules affecting executive compensation as well as other matters. On July 31 the House of Representatives passed the Corporate and Financial Institution Compensation Fairness Act of 2009 (H.R. 3269) (the Compensation Fairness Act or the […]
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Posted in Boards of Directors, Executive Compensation, Practitioner Publications
Tagged Executive Compensation, Proxy disclosure, Say on pay, SEC
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Overcoming Short-termism: A Call for A More Responsible Approach to Investment and Business Management
Introduction We believe a healthy society requires healthy and responsible companies that effectively pursue long-term goals. Yet in recent years, boards, managers, shareholders with varying agendas, and regulators, all, to one degree or another, have allowed short-term considerations to overwhelm the desirable long-term growth and sustainable profit objectives of the corporation. We believe that short-term […]
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Posted in Accounting & Disclosure, Financial Regulation, Practitioner Publications
Tagged Disclosure, Executive Compensation, Fiduciary duties, Short-termism
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