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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
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- Sebastian Tiller
- Marc Trevino Jonathan Watkins
- Steven J. Williams
HLS Faculty & Senior Fellows
Author Archives: Tarik Samman
The Role of Long-Term Shareholder Voice
Key Takeaways As a long-term investor, representing quasi-permanent capital for companies held in our clients’ index portfolios, we are uniquely positioned and incentivized to encourage portfolio companies to consider long-term risks and opportunities in order to maximize long-term value for our clients. With many portfolio companies improving their shareholder engagement practices and approach to long-term […]
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Posted in Practitioner Publications
Tagged Board of Directors, ESG, Esg governance, Poison pills, Shareholder activism, Universal proxy ballots
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Revisiting the Effect of Common Ownership on Pricing in the Airline Industry
The common ownership hypothesis suggests that large, institutional investors who own equity stakes in firms that compete in the same industry have an incentive to reduce competition by, for example, increasing prices, lowering production, or increasing barriers to entry. The theory behind the hypothesis is relatively straightforward. Firms are tasked with maximizing shareholder value, which […]
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Posted in Academic Research
Tagged Antitrust, Common ownership, Institutional Investors, Market efficiency, Ownership, Securities regulation
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Weekly Roundup: October 28-November 3, 2022
SEC’s New Pay Versus Performance Disclosure Rule: Important Things To Know Posted by Eric W. Hilfers, Jonathan J. Katz and Michael L. Arnold, Cravath, Swaine & Moore LLP, on Friday, October 28, 2022 Tags: Disclosure, Dodd-Frank Act, Engagement, Executive Compensation, pay versus performance, SEC, Securities Act, Shareholder activism Remarks by Commissioner Uyeda at the Georgetown […]
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Posted in Weekly Roundup
Tagged Weekly Roundup
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Statement by Chair Gensler on Final Amendments to Form N-PX
Today, the Commission will consider whether to adopt final amendments to bring greater detail, consistency, and usability to the proxy voting information reported on Form N-PX. I am pleased to support these amendments because, if adopted, they will allow investors to better understand and analyze how their funds and managers are voting on shares held […]
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Posted in Practitioner Publications
Tagged Dodd-Frank Act, Form N-PX, Investor protection, Say on pay, SEC, SEC enforcement, Section 951
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Statement by Commissioner Uyeda on Final Amendments to Form N-PX
Thank you, Chair Gensler, and thanks to the staff for the presentation. Today, we consider sweeping changes to fund proxy vote reporting. Since 2003, registered funds have been required to report their proxy votes annually on Form N-PX by briefly identifying the proxy voting matter, and disclosing whether 1) the fund voted for, against or […]
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Posted in Practitioner Publications, Securities Regulation, Speeches & Testimony
Tagged Dodd-Frank Act, Form N-PX, Proxy voting, Say on pay, SEC, SEC enforcement
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Remarks by Chair Gensler Before the Practising Law Institute’s 54th Annual Institute on Securities
My thanks to the Practising Law Institute and the 54th Annual Institute on Securities Regulation. As is customary, I’d like to note that my views are my own, and I am not speaking on behalf of my fellow Commissioners or the SEC staff. On May 27, 1933, when he signed the first of the federal securities […]
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Posted in Practitioner Publications, Securities Litigation & Enforcement, Securities Regulation, Speeches & Testimony
Tagged Accountability, Cybersecurity, regulation, SEC, SEC enforcement, Securities regulation
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Remarks by Commissioner Crenshaw at the Inaugural ECGI Responsible Capitalism Summit
Introduction It is a pleasure to be here today at the Inaugural ECGI Responsible Capitalism Summit. Coincidentally, this is my inaugural trip overseas as a Commissioner. I came into office in the midst of the global pandemic, so I have not had the opportunity to meet with groups of academics, policy-makers, members of industry, and […]
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Posted in Practitioner Publications, Speeches & Testimony
Tagged climate disclosures, ECGI Institute, Inflation Reduction Act, Investor protection, SEC, SEC rulemaking
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Statement by Chair Gensler on Proposed Amendments Regarding Service Providers Oversight
Today, the Commission is considering whether to adopt proposals regarding investment advisers’ use of third-party service providers. I think that these rules, if adopted, would better protect investors by requiring that investment advisers take steps to continue to meet their fiduciary and other legal obligations regardless of whether they are providing services in-house or through […]
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Posted in Practitioner Publications, Securities Litigation & Enforcement, Securities Regulation
Tagged Investment advisers, Investment Advisers Act, legal framework, regulation, SEC, SEC enforcement
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Statement by Commissioner Peirce on Proposed Amendments Regarding Service Providers Oversight
Thank you Chair Gensler. Investment advisers are fiduciaries to their clients, so why are we giving them step-by-step instructions on how to do their jobs? If we think Congress got it wrong—that investment advisers cannot, absent regulatory handholding, serve their clients faithfully—then we should tell Congress. The approach we are taking—incrementally displacing their judgment with […]
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Posted in Practitioner Publications, Securities Litigation & Enforcement, Securities Regulation, Speeches & Testimony
Tagged Fiduciary duties, Investment Advisers Act, legal framework, Rule 206, SEC, SEC enforcement
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Statement by Chair Gensler on Final Rules Regarding Clawbacks of Erroneously Awarded Compensation
Today, the Commission is considering adopting final rules mandated by the Dodd-Frank Act regarding clawbacks of erroneously awarded incentive-based compensation. I believe that these rules, if adopted, would strengthen the transparency and quality of corporate financial statements, investor confidence in those statements, and the accountability of corporate executives to investors. Corporate executives often are paid […]
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Posted in Practitioner Publications, Securities Regulation, Speeches & Testimony
Tagged Dodd-Frank Act, Executive Compensation, Executive performance, SEC, SEC enforcement, SEC rulemaking
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