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

The Oracle Acquisition of PeopleSoft

Recently, in the Mergers, Acquisitions, and Split-Ups course here at Harvard Law School, which is co-taught by Vice Chancellor Leo Strine, Jr. and Professor Robert C. Clark, there was a panel discussion which focused on Oracle’s acquisition of PeopleSoft. The panel consisted of A. George “Skip” Battle, chairman of the PeopleSoft board’s Transaction Committee, Victor […]

Click here to read the complete post
Posted in Mergers & Acquisitions, Program News & Events | Tagged | Comments Off on The Oracle Acquisition of PeopleSoft

Reconsidering “Say on Pay” Proposals

Daniel Summerfield and I recently presented a paper to the Shareholder Forum Program on Reconsidering “Say on Pay” Proposals, held recently at the Columbia School of Journalism. We address arguments put forth by opponents of shareholder “Say on Pay”. The paper cites benefits produced by Say on Pay in Britain and analyzes points where debate […]

Click here to read the complete post
Posted in Corporate Elections & Voting, Executive Compensation, Practitioner Publications | Tagged , , , | Comments Off on Reconsidering “Say on Pay” Proposals

SEC Adopts Enforcement Manual

This post has been prepared by my partner John H. Sturc. The SEC’s Division of Enforcement recently issued its first-ever manual. Intended as a reference for Enforcement Division staff, the Manual provides important insight into SEC decision-making and processes on such key matters as evaluating possible investigations, opening and closing matters, issuing Wells letters, communicating […]

Click here to read the complete post
Posted in Practitioner Publications, Securities Litigation & Enforcement | Tagged , , | 1 Comment

Key Principles for Strengthening Corporate Governance

Editor’s Note: The NACD, in its report, acknowledges the extraordinary and pro bono efforts of Ira Millstein and Holly Gregory and their colleagues at Weil, Gotshal & Manges LLP for their assistance with preparation of the principles. The National Association of Corporate Directors, with the support of the Business Roundtable, recently released Key Agreed Principles […]

Click here to read the complete post
Posted in Boards of Directors, Corporate Elections & Voting, Executive Compensation, International Corporate Governance & Regulation | Tagged , , | 1 Comment

Do Politically Connected Boards Affect Firm Value?

In our paper “Do Politically Connected Boards Affect Firm Value?” which is forthcoming in the Review of Financial Studies, we explore how pervasive is the impact of political connections on the value of publicly traded U.S. companies. To address this question, the paper focuses on analyzing the value impact of political connections of major U.S. […]

Click here to read the complete post
Posted in Academic Research, Boards of Directors, Empirical Research | Tagged , , | Comments Off on Do Politically Connected Boards Affect Firm Value?

A Personal FAQ on the Financial Crisis of 2008

Editor’s Note: This post is by Ivo Welch of Brown University. In “A Personal FAQ on the Financial Crisis of 2008“, I muse about the magnitude of the mortgage losses, some of the problems that caused the current financial mess, and some potential remedies. First, the financial crisis is not caused just by bad mortgages, […]

Click here to read the complete post
Posted in Financial Crisis, Legislative & Regulatory Developments, Op-Eds & Opinions | Tagged , , , | 2 Comments

Sovereign Wealth Funds Adopt Voluntary Best Practices

With the explosion in natural resource prices and trade surpluses, the corresponding increase in the size and investing profile of sovereign wealth funds (SWFs), and the unprecedented stress on the global financial system, SWFs have faced substantial and increasing political and popular suspicion and pressure from the international community to address concerns that their investment […]

Click here to read the complete post
Posted in International Corporate Governance & Regulation, Practitioner Publications, Securities Regulation | Tagged , | Comments Off on Sovereign Wealth Funds Adopt Voluntary Best Practices

Consumer Biases and Firm Ownership

This week in the Law, Economics, and Organization Seminar at Harvard Law School I presented my paper Consumer Biases and Firm Ownership (joint with Alex Kaufman). In the paper we examine the role of firm ownership in mitigating incentives of firms to exploit consumer biases. Recent work has explored the implications of behavioral biases among […]

Click here to read the complete post
Posted in Academic Research, Banking & Financial Institutions, Empirical Research, Securities Regulation | Tagged , , | Comments Off on Consumer Biases and Firm Ownership

Recent Developments Regarding Director Independence

Several noteworthy developments recently occurred regarding director independence. First, on August 8, 2008, the Securities and Exchange Commission (the SEC) approved amendments to the definition of “independent director” under the NASDAQ Stock Market Rules, which have gone into effect. Second, on August 12, 2008, the New York Stock Exchange (the NYSE) filed rule changes with […]

Click here to read the complete post
Posted in Legislative & Regulatory Developments, Practitioner Publications, Securities Litigation & Enforcement, Securities Regulation | Tagged , , , , | Comments Off on Recent Developments Regarding Director Independence

Do Foreigners Invest Less in Poorly Governed Firms?

In our forthcoming Review of Financial Studies paper entitled Do Foreigners Invest Less in Poorly Governed Firms? we investigate the factors that make investors shy away from providing capital to foreign firms. Poor corporate governance is one factor that draws considerable attention from outside investors and regulators. Institutional investors frequently claim that they avoid foreign […]

Click here to read the complete post
Posted in Academic Research, Empirical Research, Institutional Investors, International Corporate Governance & Regulation | Tagged , , | Comments Off on Do Foreigners Invest Less in Poorly Governed Firms?