Author Archives: Harvard Law School Forum on Corporate Governance and Financial Regulation

Market Reaction Surrounding SEC Filings

By arguing that the SEC’s EDGAR system provides instantaneous access to information in periodic SEC filings, recent studies document significant stock price reactions surrounding both 10-K and 10-Q filings. In our forthcoming The Accounting Review paper Market Reaction Surrounding the Filing of Periodic SEC Reports, we scrutinize these findings by taking into consideration the following […]

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The SEC’s Upcoming Agenda to Protect Investors

Editor’s Note: The post below by Chairman Mary Schapiro is a transcript of remarks by her to the Council of Institutional Investors, Spring Meeting, April 2009. When I first arrived at the SEC two months ago, I noticed a very large, framed quote prominently displayed outside the Chairman’s Office. It’s a quote from former Chairman […]

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Posted in Legislative & Regulatory Developments, Regulators Materials, Securities Regulation, Speeches & Testimony | Tagged , , , , | 1 Comment

IOSCO Report on Hedge Fund Oversight

The Technical Committee of the International Organization of Securities Commissions (“IOSCO”) recently published a consultation report (the “Hedge Fund Report”) that offers detailed recommendations for global regulation of hedge funds. The Hedge Fund Report solicits comments on the following key recommendations: Requiring prime brokers and banks, which are already regulated entities in all jurisdictions, to […]

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Triggering a Poison Pill

Stockholder rights plans, commonly referred to as “poison pills,” were developed more than 25 years ago to fend off opportunistic “hostile” offers and other abusive takeover transactions. Poison pills traditionally have been designed to deter unauthorized share accumulations by imposing substantial dilution upon any stockholder who acquires shares in excess of a specified ownership threshold […]

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Posted in Court Cases, Mergers & Acquisitions, Practitioner Publications, Securities Regulation | Tagged , , | 2 Comments

Evolution of Corporate Ownership

In our paper, The evolution of corporate ownership after IPO: The impact of investor protection, which was recently accepted for publication in the Review of Financial Studies, we examine the ownership structure for newly public firms, and how that structure changes over time. We assemble new panel data on corporate ownership covering a large panel […]

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The Robustness of SOX

Editor’s Note: This post comes from Thomas Bowe Hansen of the University of New Hampshire, and Grace Pownall and Xue Wang of Emory University. In our paper, The Robustness of the Sarbanes Oxley Effect on the U.S. Capital Market, which was recently accepted for publication in the Review of Accounting Studies, we re-evaluate the effects […]

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Proposed Short Sale Restrictions

In an open meeting held yesterday, the Securities and Exchange Commission voted unanimously to issue proposals to revive restrictions on short sales in equity securities. The Commission indicated that its forthcoming release would seek comment on five proposed rules that adopt two alternative approaches to short sale restrictions: Price Tests – These proposals include: • […]

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Managerial Incentives and Hedge Fund Performance

In our recently accepted Journal of Finance paper Role of Managerial Incentives and Discretion in Hedge Fund Performance, we demonstrate empirically that, in the case of hedge funds, managerial incentives and discretion are associated with better performance. While the prior corporate finance literature has examined this question, the results are hard to interpret given significant […]

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Expanding EU Role in Financial Regulation

The economic crisis has produced a bewildering array of regulatory and economic responses at all levels of government. It is difficult, if not impossible, to have a complete overview of all these responses. A pattern that has emerged in European responses to the crisis, however, is the increased role the EU plays in laying down […]

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Posted in Financial Regulation, International Corporate Governance & Regulation, Practitioner Publications, Securities Regulation | Tagged , | 1 Comment

Tunnel-Proofing the Executive Suite

In my forthcoming Review of Financial Studies paper “Tunnel-Proofing the Executive Suite: Transparency, Temptation, and the Design of Executive Compensation”, I model the problem of providing incentives for the faithful performance of the CEO’s role as a custodian of a complex bundle of assets whose value is opaque to outsiders. In particular, I model a […]

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