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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
Near-Sighted Stress Tests
Editor’s Note: This post by Professor Lucian Bebchuk is based on an op-ed piece just published on Forbes.com. Buoyed by the results of the “stress tests” conducted by banks’ supervisors, markets now appear optimistic about the capital positions of U.S. banks. Unfortunately, however, this renewed optimism has a shaky foundation. By design, the stress tests […]
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Posted in Banking & Financial Institutions, Financial Crisis, HLS Research, Op-Eds & Opinions
Tagged Banks, Stress tests, Toxic assets
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Auditing the Auditors
The recent major reforms to the external monitoring of U.S. audit firms which resulted in the independent inspection of audit firms by the Public Company Accounting Oversight Board (PCAOB) motivates our paper, Auditing the auditors: Evidence on the recent reforms to the external monitoring of audit firms, which was recently accepted for publication in the […]
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Posted in Academic Research, Empirical Research, Financial Regulation, Legislative & Regulatory Developments
Tagged Audits, Oversight, PCAOB
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Did Corporate Governance “Fail” During the 2008 Stock Market Meltdown?
In my paper Did Corporate Governance “Fail” During the 2008 Stock Market Meltdown? The Case of the S&P 500, a draft of which is currently available here, I provide the first detailed empirical analysis of the operation of U.S. corporate governance during the stock market turmoil of 2008. The study focuses on a sample of […]
Click here to read the complete postMarket Conditions and the Structure of Securities
In a recent working paper Market Conditions and the Structure of Securities my co-authors, Isil Erel, Brandon Julio and Woojin Kim, and I investigate whether market downturns can affect both the ability and manner in which firms raise external financing. Our study was motivated in part by Richard Passov, the longtime treasurer of Pfizer, who […]
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Posted in Academic Research, Accounting & Disclosure, Empirical Research, Financial Regulation
Tagged Capital markets, Corporate debt, External financing, Market conditions
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SEC Brings First Insider Trading Case Regarding CDSs
For the first time, the SEC has brought an insider trading case involving the market for credit default swaps (“CDS”). In a civil complaint filed yesterday in the Southern District of New York, the SEC alleged that a CDS salesman with inside information regarding an upcoming bond offering improperly shared information about it with a […]
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Posted in Financial Crisis, Practitioner Publications, Securities Litigation & Enforcement
Tagged Credit default swaps, SEC enforcement, SEC v. Rorech and Negrin
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Proposed New European Regulation of Investment Funds
The European Union has become the first jurisdiction to propose a comprehensive framework for direct regulation and supervision of the entire investment funds industry – the proposed Directive on Alternative Investment Fund Managers. The EU already has an established regime for regulating investment funds known as UCITS (Undertakings for Collective Investment in Transferable Securities)[1]. UCITS […]
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Posted in Accounting & Disclosure, Banking & Financial Institutions, Financial Regulation, Practitioner Publications, Securities Regulation
Tagged Europe, Fund managers, Mutual funds, Reporting regulation, UCITS
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Disclosure and the Cost of Capital
In our paper Disclosure and the Cost of Capital: Evidence from Firms’ Responses to the Enron Shock, which was recently updated after I presented it at the Law, Economics and Organizations seminar here at Harvard Law School, my co-author Catherine Schrand and I exploit the Enron debacle as an exogenous shock for other U.S. firms […]
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Posted in Academic Research, Accounting & Disclosure, Bankruptcy & Financial Distress, Empirical Research
Tagged Cost of capital, Disclosure, Enron, Shocks, Transparency
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Federal Trade Commission Inquires Into Interlocking Boards
The Federal Trade Commission (FTC) has begun making inquiries into the fact that certain individuals hold seats on the boards of both Apple and Google, according to an article in today’s New York Times.[1] Section 8 of the Clayton Act ( Section 8 ) prohibits an individual from serving as a director or board elected […]
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Posted in Boards of Directors, Legislative & Regulatory Developments, Practitioner Publications
Tagged Boards of Directors, FTC, Interlocking boards
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Strategies for the New Reality of Shareholder Proxy Access
Access to company proxy materials for board candidates nominated by shareholders is now an imminent reality. Since the SEC first proposed a shareholder proxy access regime in 2003, the wisdom of such a fundamental departure from traditional practice has been hotly debated. We have long been of the view that shareholder proxy access is a […]
Click here to read the complete postWhat Do Independent Directors Know?
In our paper What Do Independent Directors Know? Evidence from Their Trading which was recently accepted for publication in the Review of Financial Studies, we take a first look at the question of whether independent directors have enough information to monitor the company’s executives by analyzing their trading behavior in the company stock. The independence […]
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Posted in Academic Research, Boards of Directors, Empirical Research
Tagged Board independence, Information asymmetries
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