Harvard Corporate Governance

MAY 29, 2024

The Guidelines reflect ESMA’s view, and the European legislative and supervisory authorities’ view more generally, that the name of a fund is a key element in communicating information about that fund to prospective investors and an important marketing tool for the fund.

Marketability 120

Marketability 120

Harvard Corporate Governance

MAY 12, 2022

Related research from the Program on Corporate Governance includes Paying for Long-Term Performance by Lucian Bebchuk and Jesse Fried (discussed on the Forum here ). CAP analyzed payouts under long-term incentive plan performance cycles that ended in 2015 through 2020. Key Takeaways. This post is based on their CAP memorandum.

Marketability 273

Marketability 273

Harvard Corporate Governance

APRIL 22, 2024

To investigate further, we’ve looked inward to a key data source: our proxy votes. Specifically, leveraging proxy voting and direct engagement* with companies can help to improve them, ideally resulting in better long-term outcomes. Several studies, which include our own findings, have made this connection much more apparent.

Equity 176

Equity 176

Harvard Corporate Governance

SEPTEMBER 16, 2023

While the past year reflects a continued long-term upward trend in investor horizons, it also revealed a material decline in investment horizons for corporates. This raises questions about the potential for corporates’ long-term value creation. However, ‘closer’ doesn’t necessarily equal ‘better’.

Marketability 176

Marketability 176

The Guardian M&A

MARCH 6, 2024

Lenders reach preliminary agreement on key terms in deal to create new competitor with £366bn in assets Nationwide Building Society has agreed to buy Virgin Money in a deal that values its high street rival at nearly £3bn and would create the second-largest provider of mortgages and savings in the UK.

Banking 94

Banking Marketability 94

Harvard Corporate Governance

JUNE 15, 2022

Bebchuk and Roberto Tallarita (discussed on the Forum here ); and Paying for Long-Term Performance by Lucian Bebchuk and Jesse Fried (discussed on the Forum here ). We believe that well-structured, transparent, performance-linked executive compensation policies and practices are fundamental drivers of sustainable, long-term value.

224

224

Harvard Corporate Governance

APRIL 4, 2024

Asset owners, such as pension plans, sovereign wealth funds, and endowments and foundations, typically allocate their investments to asset managers based on expected performance, risk, and other key characteristics. In building a portfolio, they try to diversify key risks over time horizons that align with their objectives.

167

167

Harvard Corporate Governance

JUNE 5, 2023

We identify the key steps for directors—and investors—to get the most out of these exchanges. 1] Directors can be well-positioned to give investors a long-term view of the company’s plans. This post is based on their PwC memorandum. more…)

Dividends 330

Dividends 330

Harvard Corporate Governance

DECEMBER 29, 2022

Boards play a key role in this crisis preparedness. A director’s role is to ensure management makes the right decisions to support the long-term success and viability of a company. Companies with a robust, fluid, and well-rehearsed crisis plan were able to respond more quickly and do so more effectively. more…).

259

259

Harvard Corporate Governance

DECEMBER 19, 2023

While the board’s role in governance is well understood, the performance and outcomes of individual boards in terms of oversight, strategic input, advice to management and maximizing shareholder value, among other functions, are subject to significant variability depending on overall board effectiveness.

210

210

Harvard Corporate Governance

MARCH 28, 2022

Key Performance Indicators (KPIs). Board effectiveness— A core component of BIS’ work to advance our clients’ economic interests is direct engagement with a board member, so that we can provide direct feedback from our perspective as a long-term shareholder. This post is based on a BlackRock Investment Stewardship memorandum by Ms.

235

235

Harvard Corporate Governance

JANUARY 29, 2024

Related research from the Program on Corporate Governance includes The Long-Term Effects of Hedge Fund Activism (discussed on the Forum here ) by Lucian A. Lazard’s 2023 review of shareholder activism highlights key trends and data in shareholder activism activity throughout the year. This post is based on a Lazard memorandum by Ms.

Marketability 176

Marketability 176

Harvard Corporate Governance

DECEMBER 2, 2022

Related research from the Program on Corporate Governance includes The Long-Term Effects of Hedge Fund Activism (discussed on the Forum here ) by Lucian Bebchuk, Alon Brav, and Wei Jiang; Dancing with Activists (discussed on the Forum here ) by Lucian Bebchuk, Alon Brav, Wei Jiang, and Thomas Keusch; and Who Bleeds When the Wolves Bite?

Marketability 321

Marketability 321

Harvard Corporate Governance

DECEMBER 3, 2023

In this context, Deloitte and the USC Marshall School of Business Peter Arkley Institute for Risk Management (USC Marshall Arkley Institute for Risk Management) have conducted their third annual review of risk factor disclosures of Standard & Poor’s (S&P) 500 companies, identifying key trends in the nature and form of these disclosures.

Enterprise Value 333

Enterprise Value Market Risk Technology Compliance 333

Harvard Corporate Governance

MARCH 11, 2024

Related research from the Program on Corporate Governance includes The Long-Term Effects of Hedge Fund Activism (discussed on the Forum here ) by Lucian A. Below, we recap the 2023 numbers and provide key takeaways in light of court guidance on advance notice bylaw provisions and nomination notice rejections. Strine, Jr.

Compliance 135

Compliance 135

Harvard Corporate Governance

NOVEMBER 9, 2023

Introduction The current economic environment and geopolitical unrest have created substantial uncertainty as companies prepare annual budgets and long-term forecasts for 2024 and beyond. At the same time, the U.S.

Equity 231

Equity 231

Harvard Corporate Governance

MARCH 13, 2023

Given ESG’s potential to create long-term value for both shareholders and society, this attention is both much-needed and welcome. Executives, investors, policymakers, the media, and business schools are taking environmental, social, and governance (“ESG”) issues more seriously than ever before.

Finance 278

Finance 278

Harvard Corporate Governance

OCTOBER 7, 2023

(For more on AI and machine learning, see Artificial Intelli g ence and Machine Learning: Overview on Practical Law; for more on key terms used in descriptions of AI, machine learning, and generative AI, see Artificial Intelli g ence Glossary on Practical Law.)

Compliance 253

Compliance Technology 253

Harvard Corporate Governance

MARCH 29, 2022

Bebchuk and Roberto Tallarita (discussed on the Forum here ); and Paying for Long-Term Performance by Lucian Bebchuk and Jesse Fried (discussed on the Forum here ). For example, many CEOs saw salary cuts, adjustments to bonus payouts, changes in long-term incentive plans (LTIPs) and more. The 2022 proxy season is now in full swing.

335

335

Harvard Corporate Governance

NOVEMBER 10, 2022

There is naturally a short-term financial cost – research from IBM [1] reveals that the average total cost of a ransomware breach in 2022 is $4.54 Ensuring oversight structures are in place at board level is a key feature of cyber governance. million- but reputationally the impact of an incident may be longer lasting.

308

308

Startup Valuation Blog

AUGUST 15, 2023

The world of employee incentives and long-term growth awaits your exploration. What are the key factors in implementing a phantom stock plan? Understanding Phantom Stock Phantom stock is a performance-based incentive plan designed to align the interests of employees with the long-term success of the company.

Business Valuation 100

Business Valuation Marketability 100

Mckinsey and Company

JUNE 26, 2023

Instead, companies can invest in marketing as a key to long-term growth. During tough times, marketing is often the first to be trimmed, but that’s a shortsighted approach.

Marketability 109

Marketability 109

Harvard Corporate Governance

SEPTEMBER 19, 2023

Related research from the Program on Corporate Governance includes The Long-Term Effects of Hedge Fund Activism (discussed on the Forum here ) by Lucian Bebchuk, Alon Brav, and Wei Jiang; Dancing with Activists (discussed on the Forum here ) by Lucian Bebchuk, Alon Brav, Wei Jiang, and Thomas Keusch; and Who Bleeds When the Wolves Bite?

Dividends 243

Dividends 243

Harvard Corporate Governance

NOVEMBER 24, 2023

The analysis is based on recently filed proxy statements and complemented by the review of organizational documents (including articles of incorporation, bylaws, corporate governance principles, board committee charters, and other corporate policies made available in the Investor Relations section of companies’ websites).

Equity 322

Equity 322

Harvard Corporate Governance

JANUARY 16, 2024

Key Points In a key ruling, the Delaware Chancery Court held that corporate officers, as well as directors, may owe Caremark duties of oversight. This post is based on their Skadden memorandum and is part of the Delaware law series ; links to other posts in the series are available here.

120

120

Harvard Corporate Governance

JULY 17, 2023

chiefs largely driven by long-term incentive plans (LTIPs) and corresponding pay opportunity levels for S&P 500 companies. Corporate growth, both in terms of market value and revenue, was significantly higher on the U.S. Key Takeaways: Median CEO pay for S&P 500 CEOs increased by 23% during the period, compared with a 1.1%

Marketability 130

Marketability 130

Harvard Corporate Governance

JUNE 13, 2022

Bebchuk and Roberto Tallarita (discussed on the Forum here ); and Paying for Long-Term Performance by Lucian A. Key Findings. Our analysis of three data points on board oversight of ESG issues, covered under the Shareholders and Governance stakeholder , has led to two key findings.

Equity 312

Equity 312

Harvard Corporate Governance

OCTOBER 11, 2022

A well-conducted ESG materiality assessment serves as a key step in a company’s process of understanding the ESG risks and opportunities relevant to its business and stakeholders, and in managing possible ESG-related legal liability risks. more…).

Marketability 205

Marketability 205

Harvard Corporate Governance

JUNE 3, 2022

Related research from the Program on Corporate Governance includes Paying for Long-Term Performance by Lucian Bebchuk and Jesse Fried (discussed on the Forum here ); and The CEO Pay Slice by Lucian Bebchuk, Martijn Cremers and Urs Peyer (discussed on the Forum here ). Key Takeaways. S&P 500) companies.

306

306

Harvard Corporate Governance

MAY 8, 2023

When voting and engaging with companies in global markets, we consider market-specific nuances in the manner that we believe will most likely protect and promote the long-term economic value of client investments.

Capital Structure 243

Capital Structure Compliance Marketability 243

Mckinsey and Company

JULY 25, 2023

Private capital activity in software will likely pick up after a short-term dip. Here are the key considerations.

Equity 98

Equity 98

Harvard Corporate Governance

JANUARY 24, 2024

Key Points While interest rates, uncertainty and other factors negatively impacted deal activity in 2023, we saw a steady flow of carve-outs, spin-offs and joint ventures that offered creative ways to achieve strategic goals. (discussed on the Forum here ) by John C.

Finance 129

Finance Equity Marketability 129

BV Specialists

FEBRUARY 12, 2024

In today’s business climate, there are both new and old concepts to consider when developing a longer-term game plan. The key to longevity is understanding and taking advantage of these areas and building a business model that creates optimal efficiency and effectiveness year after year.

Equity 83

Equity 83

Harvard Corporate Governance

DECEMBER 22, 2022

This alert summarizes the key changes to their respective guidelines and suggests actions that companies can take to address them. have either medium-term or Net Zero-by-2050 GHG emissions reduction targets, which should cover at least the vast majority (95%) of the company’s Scope 1 and Scope 2 emissions. more…).

255

255

Appraisers Blog

JANUARY 29, 2024

The key is that the AMCs control the entire appraisal process. When the appraiser’s client controls the entire appraisal process and scope terms, independence and impartiality goes out the window. In reply to Spencer Paul. Appraisers either comply or get NO work. Closest thing to professional slavery.

Appraisal 75

Appraisal 75

Harvard Corporate Governance

MAY 25, 2023

This protocol is designed to communicate the objectives of our engagement activities and to facilitate a better understanding of our preferred terms of engagement with our investee companies.

Marketability 176

Marketability 176

Harvard Corporate Governance

JULY 18, 2023

Related research from the Program on Corporate Governance includes The Long-Term Effects of Hedge Fund Activism by Lucian A. This post is based on a Barclays memorandum by Mr. Roseman, Mr. Ludwig, Mr. Fitzgerald, Peter da Silva Vint and James Potts. Majority Action, As You Sow) (more…)

130

130