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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
Overreactions to Ryan v. Lyondell Chemical Company
Back in September, the Delaware Supreme Court accepted the defendants’ interlocutory appeal and stayed the lower court proceedings in Ryan v. Lyondell Chemical Company. Typically, the Delaware Supreme Court and the Court of Chancery work in close harmony, so the Supreme Court’s decision was unusual since the appeal had been denied by Vice Chancellor Noble. […]
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Posted in Court Cases, Practitioner Publications, Securities Regulation
Tagged Delaware cases, Delaware law, Fiduciary duties, Lyondell Chemical v. Ryan
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Bribery Warrants Global War
Editor’s Note: This article by Ben Heineman and Al Larson was also posted on Bloomberg.com. Mr. Heineman is the former Senior Vice President for Law and Public Affairs at General Electric. The bribery scandal involving Siemens AG, Europe’s largest engineering company, is the latest evidence that corruption of public officials remains a pernicious problem as […]
Click here to read the complete postTop 5 Delaware Cases from 2008 — Rebuttal to Professor Brown
Last year, I replied to Professor J. Robert Brown’s list of the top 5 Delaware cases that, in his view, supported his negative perspective of Delaware law that remains the constant refrain on his blog called: The Race to the Bottom. My introductory explanation from my rebuttal of last year was as follows: … I […]
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Posted in Court Cases, Legislative & Regulatory Developments, Mergers & Acquisitions, Practitioner Publications
Tagged Delaware cases, Delaware law, London v. Tyrrell, Lyondell Chemical v. Ryan
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Do Shareholder Rights Affect the Cost of Bank Loans?
In our paper Do Shareholder Rights Affect the Cost of Bank Loans? which was recently accepted for publication in the Review of Financial Studies, we analyze the relationship between firm-level corporate governance measured by the governance index of Gompers, Ishii, and Metrick (2003, henceforth GIM) and the cost of bank loans issued to publicly traded […]
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Posted in Academic Research
Tagged Bank loans, Banks, GIM, Shareholder rights
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Court Rules on Alleged Breach of Indenture Reporting Covenant
In the last several years, there have been a number of situations where issuers have failed to file reports with the SEC on a timely basis and bondholders alleged that such failure violated certain provisions of the Trust Indenture Act (“TIA”), that are incorporated into all public debt indentures. In the first case that was […]
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Posted in Court Cases, Practitioner Publications, Securities Regulation
Tagged Bank New York v. Bearingpoint, Filings, Trust Indenture Act, United Health v. Wilmington Trust
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The Story of Paramount Communications v. QVC Network
Editor’s Note: This post is from Ehud Kamar of University of Southern California. In the chapter The Story of Paramount Communications v. QVC Network: Everything Is Personal, which is forthcoming in the book Corporate Stories (J. Mark Ramseyer ed., Foundation Press, 2009), I tell the story of the famous contest between Viacom and QVC over […]
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Posted in Mergers & Acquisitions, Securities Regulation
Tagged Change in control, Paramount v. QVC
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Proxy Season 2009
The outlook for proxy season 2009 This proxy season will be significantly affected by the credit crisis and the ensuing global economic turmoil. Investors and politicians have joined in an outcry over a perception of excessive executive pay, reckless risk-taking by management and inadequate board oversight at some companies. Prosecutors have launched investigations at numerous […]
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Posted in Boards of Directors, Corporate Elections & Voting, Practitioner Publications
Tagged Cravath, Credit supply, Executive Compensation, Proxy season, Risk, Risk-taking
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Principles for Reforming Executive Pay
Editor’s Note: The following post by Ben W. Heineman Jr. was published on Wednesday in the online edition of Business Week. Reining in excessive management compensation will be high on the “to-do” list of the 111th Congress. The rocket fuel that sent the financial sector soaring into the stratosphere (where it ultimately exploded) was excessive […]
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Posted in Executive Compensation, Op-Eds & Opinions
Tagged Executive Compensation, Risk, Risk management, Risk-taking
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Blog reaches 3 Million Hits
As the hit counter on the right hand side of this blog indicates, our Harvard Law School Corporate Governance Blog has recently reached the 3-million-hits mark. Our blog, which was founded in December 2006, has been enjoying robust growth in traffic. A chart depicting the monthly traffic on our blog since its inception is displayed below: […]
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