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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
Weekly Roundup: January 31-February 6, 2025
Thoughts for Boards: Key Issues in Corporate Governance for 2025 Posted by Martin Lipton, Wachtell, Lipton, Rosen & Katz, on Friday, January 31, 2025 Tags: Board of Directors, Corporate governance, ESG, Stakeholder 2024 Corporate Governance Practices and Trends in Silicon Valley and at Large Companies Nationwide Posted by David A. Bell and Wendy Grasso, Fenwick […]
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Posted in Weekly Roundup
Tagged Weekly Roundup
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Anti-ESG Proposals Have Increased in Volume, but Fare Poorly
The movement for greater corporate responsibility over environmental, social and governance issues, commonly known as ESG, has become increasingly prevalent across boardrooms and shareholder meetings in recent years. However, alongside this momentum, there has been growing opposition to corporate ESG initiatives, and groups critical of these efforts have grown in tandem. The debate over ESG […]
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Posted in Practitioner Publications
Tagged anti-ESG, ESG, proposals, Shareholders
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Outlook for M&A and Activism in 2025
Many have predicted an M&A boom in 2025 and recent CEO surveys exhibit rising confidence. Psychology is as important to the merger market as any human endeavor, so one should not discount the power of renewed optimism to be a self-fulfilling prophecy. We expect reality to be more nuanced, however, although 2025 should be a […]
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Posted in Practitioner Publications
Tagged Antitrust, Board of Directors, M&A, Shareholder activism
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Looking Ahead to 2025
Serving on an audit committee in 2025 might be daunting even if the committee could be assured that it would not have to take on any added responsibilities in the new year. After all, even the most basic perennial responsibilities of audit committees, such as overseeing the audit of the financial statements and compliance with […]
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Posted in Practitioner Publications
Tagged Audit, Audit committee, Board of Directors, GenAI
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How the EU’s Sustainability Due Diligence Directive Could Reshape Corporate America
One of the most important developments in corporate governance is the growing divide between the US and the EU on issues of corporate social responsibility. The starkest example of this divide comes from the new EU Directive on Corporate Sustainability Due Diligence (CS3D). The Directive holds large corporations legally accountable for protecting various human rights […]
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Posted in Academic Research
Tagged Corporate governance, ESG, EU, Sustainability
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White-Collar and Regulatory Enforcement: What Mattered in 2024 and What to Expect in 2025
As we write this memorandum, President Trump’s second administration is forming in Washington, with new leadership teams being appointed at DOJ, the SEC and across other regulatory and law-enforcement agencies. In 2017, when President Trump first took office, we avoided predicting what the administration’s significant white-collar and regulatory enforcement priorities and policies might be in […]
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Posted in Practitioner Publications
Tagged Department of Government Efficiency (“DOGE”), DOJ, Regulatory developments, SEC
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Proxy Voting Policy for U.S. Portfolio Companies
The information below, organized according to Vanguard Investment Stewardship’s four pillars of corporate governance, is the voting policy adopted by the boards of the Vanguard-advised funds (the “Funds’ Boards”) and describes the general positions of the funds on proxy proposals that may be subject to a shareholder vote at U.S.-domiciled companies. It is important to […]
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Posted in Practitioner Publications
Tagged Board of Directors, executive pay, Proxy voting, Shareholder rights
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Embedded Culture as a Source of Comparative Advantage
The Cultural Economics Revolution In the second half of the 20th century, economics operated under two fundamental assumptions: that humans were perfectly rational (the rationality assumption) and that their behavior was universally consistent across cultures and contexts (the universality assumption). These hypotheses were challenged by two streams of literature: behavioral economics and cultural economics. The […]
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Posted in Academic Research
Tagged Corporate governance, Culture, economics, Socio-Economic
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Approach to Corporate Enforcement May Become More Business-Friendly
Key Points The incoming Trump administration is expected to take a more lenient approach to prosecuting entities, reducing emphasis on bringing actions based on what may be viewed as novel theories. Prescriptive policies on self-reporting and cooperation by companies, recently adopted by the DOJ and CFTC, may be loosened. Legislation could clarify jurisdiction over cryptocurrency, […]
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Posted in Practitioner Publications
Tagged CFTC, DOJ, Donald Trump, SEC
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