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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
Merger Agreements are Too Long
When I first started doing M&A deals in 2000, the average public company merger agreement was about 50 pages long. Twenty-five years later, the average length of a merger agreement has more than doubled. This 25-year period of increasing verbosity coincided with M&A lawyers having better access to copy material from their competitors’ drafts. Often, […]
Click here to read the complete postWeekly Roundup: November 21-27, 2025
Remarks by Commissioner Uyeda on the Diversification Deficit: Opening 401(k)s to Private Markets Posted by Mark T. Uyeda, U.S. Securities and Exchange Commission, on Friday, November 21, 2025 Tags: 401(k), Department of Labor, investments, private market Navigating Shareholder Engagement and Shareholder Activism: Essentials and Best Practices Posted by Larry Sonsini and Doug Schnell, Wilson Sonsini […]
Click here to read the complete postActive Stewardship Engagement Quarterly Report
About ASE and the Quarterly Report Investment stewardship is evolving and deepening globally, as asset owners and managers need to manage risks, meet their clients’ demands, and comply with expanding regulatory requirements and voluntary frameworks. Glass Lewis has developed and introduced a comprehensive suite of Stewardship Solutions, including our Active Stewardship Engagement (ASE) program, to […]
Click here to read the complete postQ3 2025 Gender Diversity Index
Gender diversity on corporate boards showed signs of stagnation in the second quarter of 2025. The latest Equilar Gender Diversity Index (GDI) sits at 0.60, where 1.0 represents gender parity between men and women across Russell 3000 boards. This marks only a slight change from Q4 2023, when the GDI measured 0.59. Other than a […]
Click here to read the complete postStriking the Balance: Managing Shareholder Engagement in 2025
In Short The Situation: Shareholder engagement has become a continuous, proactive process, requiring active participation from both investors and companies. This year, companies and investors have changed both their expectations and practices relating to engagement due to SEC guidance that altered the parameters for passive investors who file beneficial ownership reports on Schedule 13G. The Result: The […]
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Posted in Practitioner Publications
Tagged Proxy season, Schedule 13G, SEC, Shareholders
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2025 Sustainability Reporting: Global Trends in Framework Adoption
Companies face shifting sustainability reporting standards in 2025, navigating global mandates, voluntary frameworks, and strategic choices in sustainability reporting. The sustainability reporting landscape is at a pivotal moment in 2025. Companies across regions are navigating a complex mix of evolving standards, regulatory mandates, and investor expectations. Understanding framework adoption trends is critical because these choices […]
Click here to read the complete postKey Governance Considerations in PIPE Transactions
Private investment in public equity (PIPE) transactions can be a fast and cost-effective way for companies to raise capital relative to other options—and can present an attractive investment opportunity for private equity funds. However, sponsor-backed PIPEs can raise a number of key governance issues that need to be carefully negotiated. The governance rights afforded to […]
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Posted in Practitioner Publications
Tagged Corporate governance, PIPE, Schedule 13D, Schedule 13G, SEC
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Navigating Shareholder Engagement and Shareholder Activism: Essentials and Best Practices
Engaging with shareholders and responding to shareholder activism continue to be top-of-mind for public companies. These situations present opportunities for management teams and boards of directors to work together to communicate the company’s strategy and reinforce the ways in which the company is positioned for lasting success. Our experience helping numerous clients engage with and […]
Click here to read the complete postRemarks by Commissioner Uyeda on the Diversification Deficit: Opening 401(k)s to Private Markets
Good morning and thank you for the invitation to speak with you today. Historically, this conference has been focused on closed-end funds, but it has been since re-branded to include retail alternatives. Today, my remarks will focus on the future use of private investments as part of diversified portfolios in defined contribution plans. Before we […]
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Posted in Practitioner Publications
Tagged 401(k), Department of Labor, investments, private market
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