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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: Tarik Samman
Meme Corporate Governance
Starting in January 2021, the U.S. stock market was hit by a “meme stock” storm. Fueled by the rise of zero-commission trading (popularized by Robinhood) and online coordination through social media sites—such as Reddit—retail investors engaged in an active “buy” campaign to push up the stock prices of companies like GameStop and AMC to stratospheric […]
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Posted in Academic Research
Tagged Corporate governance, ESG, Reddit, Rule 14a-8, SEC, Shareholder proposals, stock market
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Public Companies and Politics: How to Co-Exist
A number of U.S. public companies have recently found themselves in a surprising place: trapped in visible and charged debates with politicians over internal corporate and investment policies. And when those policies strike different chords across the political spectrum, it increasingly brings boards of directors into new realms of controversy. Can this trap be avoided […]
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Posted in Practitioner Publications
Tagged Corporate governance, ESG, Esg governance, Politicians, Public Companies, Social policies
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Retail Financial Innovation and Stock Market Dynamics: The Case of Target Date Funds
Over the past two decades, one of the most important financial innovations for the typical American retail investor has been the development and spread of Target Date Funds (TDFs, also called life-cycle funds). A TDF is a fund of funds that invests in a number of mutual funds so as to maintain given fractions of […]
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Posted in Academic Research
Tagged BFs, Mutual funds, PPA, stock market, Target Date Funds, TDF
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IPOs and SPACs: Recent Developments
The review article, IPOs and SPACs: Recent Developments, forthcoming in the Annual Review of Financial Economics, examines recent developments in the IPO market. The paper discusses three alternative mechanisms for going public, including traditional bookbuilt initial public offerings (IPOs), direct listings, and mergers with special purpose acquisition companies (SPACs), and provides a review of recent […]
Click here to read the complete post2023 Proxy Season Preview
FIVE KEY EXPECTATIONS Universal proxy card rules are the most significant change in corporate governance since say-on-pay and will amplify already complex proxy fight dynamics Investors will go back to basics with a focus on the board as voting policies and engagements prioritize board composition and accountability Say-on-pay votes will be impacted by the broad […]
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Posted in Practitioner Publications
Tagged COVID, ESG, Proxy Card, Proxy season, Say on pay, Shareholder proposals
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2022 Corporate Governance Trends in Silicon Valley and at Large Companies Nationwide
Corporate governance practices vary significantly among public companies. This reflects many factors, including: Differences in their stage of development, including the relative importance placed on various business objectives (for example, focus on growth and scaling operations may be given more importance for technology and life sciences companies); Differences in the investor base for different types […]
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Posted in Practitioner Publications
Tagged Board declassification, Boards of Directors, Classified boards, Diversity, Dual-class stock, Executive ownership, Majority voting, Public firms, Shareholder proposals
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ESG: EU Regulatory Change and Its Implications
Despite the sharp change in the financial landscape over the past year and an increasingly challenging macroeconomic climate, investment focused on environmental, social and governance (ESG) factors is set to grow. Global ESG assets may reach $50 trillion by 2025, one-third of the projected total assets under management globally, from $35 trillion in 2020. Climate-related […]
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Posted in Practitioner Publications
Tagged Corporate governance, ESG, EU, Regulations, SFDR, Sustainability
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Third-Party Risk Oversight
In many companies, boards of directors and C-suite leaders have seen firsthand how rapidly risks related to third parties can threaten their own company’s ability to deliver on its mission and strategy. Some companies have also experienced how significantly the missteps of third parties—as well as fourth parties, fifth parties, and sixth parties in a […]
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Posted in Practitioner Publications
Tagged Board of Directors, C-suite, Corporate governance, COVID-19, ESG, TPRM
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Weekly Roundup: February 10-16, 2023
Director Perspective: Top Priorities of 2023 Posted by Ted Sikora, NACD, on Friday, February 10, 2023 Tags: Board of Directors, CEOs, Corporate governance, COVID-19, Cybersecurity, NACD Who Are Quality Shareholders and Why You Should Care Posted by Lawrence A. Cunningham, Mayer Brown LLP, on Saturday, February 11, 2023 Tags: Delaware articles, Delaware law, ESG, Index […]
Click here to read the complete postWhy Do Large Positive Non-GAAP Earnings Adjustments Predict Abnormally High CEO Pay?
For almost two decades, regulators, academics, and investor activists have attempted to understand the role of non-GAAP earnings, also commonly labeled “adjusted” or “pro forma” earnings. About two-thirds of S&P 500 firms announce non-GAAP earnings, which are significantly larger than GAAP earnings on average. Moreover, many of these same companies use non-GAAP earnings as a […]
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Posted in Academic Research
Tagged Board of Directors, CEOs, Corporate governance, Executive Compensation, GAAP, S&P 500
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