Harvard Corporate Governance

APRIL 22, 2022

Notably, the damage payment received by the outside investors is offset in part by the reduced value of their equity stake. The investors make rational inferences based on the firm’s decision to disclose and, in case it is revealed that the firm hid material information, the investors can bring suit against the firm to recover damages.

Equity Financing 256

Equity Financing Equity Finance 256

Harvard Corporate Governance

SEPTEMBER 7, 2023

Well-run diversity, equity, and inclusion (DE&I) initiatives can yield many benefits, including improved talent attraction and retention rates, better decision-making through diverse perspectives, and stronger relationships with customers, clients, and suppliers. Strine, Jr.;

Equity 234

Equity 234

Harvard Corporate Governance

JUNE 13, 2024

Following the Court’s decision, companies’ diversity, equity, and inclusion (DEI) policies and programs that focus on specific underrepresented (racial) groups have resulted in a rise in backlash and reverse discrimination lawsuits (i.e., Harvard , which eliminated affirmative action in college admissions.

Equity 248

Equity 248

Harvard Corporate Governance

JUNE 15, 2022

Understanding equity markets’ assessment of income inequality is important because equity markets allocate capital and send valuation signals to firms, informing and possibly shaping corporate policies that contribute to or mitigate income inequality. However, it is largely unknown how U.S.

Equity 229

Equity Marketability Finance 229

Harvard Corporate Governance

JANUARY 13, 2024

In our memo early last year, we noted that private equity investors and dealmakers faced considerable uncertainty heading into 2023 following a challenging 2022. Not many would have predicted the rebound in equity markets in the second half of 2023 or the rising (for now) prospects of a soft landing for the broader U.S.

Equity 165

Equity Finance Marketability 165

Harvard Corporate Governance

SEPTEMBER 12, 2022

ISS Say-on-Pay and Equity Compensation Plan Voting. The data on say-on-pay negative recommendations derives from ISS publications and SEC disclosure summarizing the rationales with respect to the negative recommendations issued by ISS at annual meetings of Russell 3000 and S&P 500 companies through June 30, 2022.

Equity 244

Equity 244

Harvard Corporate Governance

NOVEMBER 8, 2022

Decoupling”—the unbundling of the rights and obligations of equity and debt through derivatives and other means—has posed unique challenges for corporate and debt governance. In 2021 and 2022, the Securities and Exchange Commission (SEC) voted out proposals directed at decoupling, as well as other proposals that may affect decoupling.

Equity 203

Equity Banking Finance Marketability 203

NYT M&A

MARCH 18, 2024

Private equity is cannibalizing the music industry by buying up old hits and pushing them back into our cultural consciousness.

Equity 145

Equity Mergers & Acquisitions 145

Harvard Corporate Governance

JULY 15, 2024

The Rules of Private Equity Leveraged Buyout Funds The private equity leveraged buyout (LBO) is, unsurprisingly given the name, characterized by high levels of debt. The rules of private equity LBOs – no liabilities at the fund-level, and compartmentalize your portfolio investments into individual silos. more…)

Equity 133

Equity 133

Harvard Corporate Governance

DECEMBER 13, 2023

During the 2023 proxy season in North America there was a surge of shareholder opposition on equity plans, with a rare failure in Canada and a significant rise in failures among U.S. Executive compensation continues to be an area of great interest to investors as companies seek to align the long-term interests of management and shareholders.

Equity 173

Equity 173

Harvard Corporate Governance

MAY 10, 2024

The private capital industry has experienced a meteoric rise over the past two decades, with estimates of capital invested in vehicles like private equity and venture capital now exceeding $10 trillion. Private capital funds, like private equity, are typically governed by complex limited partnership agreements (LPAs).

Equity 133

Equity Finance Marketability 133

Harvard Corporate Governance

FEBRUARY 21, 2024

Posted by Sean Feller, Krista Hanvey, and Christina Andersen, Gibson, Dunn & Crutcher LLP, on Wednesday, February 21, 2024 Editor's Note: Sean Feller and Krista Hanvey are Partners, and Christina Andersen is Of Counsel at Gibson, Dunn & Crutcher LLP.

Equity 229

Equity EBITDA Market Capitalization Marketability 229

Harvard Corporate Governance

AUGUST 28, 2023

Pension funds and institutional investors around the world have been allocating an increasing fraction of their assets under management to private equity (PE), venture capital (VC), and other types of private funds. in 2020, and 79% of investors stating that they expect to allocate a larger proportion of their funds to private equity by 2025.

Venture Capital Fund 189

Venture Capital Fund Equity Finance Marketability 189

Mckinsey and Company

FEBRUARY 22, 2024

But first, they need a clear equity story. Sophisticated investors are more likely to afford a company more time to let its strategy play out, even during volatility.

Equity 145

Equity Corporate Finance Finance 145

Value Scope

SEPTEMBER 6, 2024

NFL Votes to Allow Private Equity Last week, NFL owners voted to allow private equity to acquire up to a 10% passive stake in a given franchise. The NFL is the last major professional sports league to allow private equity. The details of private equity investments in professional sports are presented in the following table.

Equity 130

Equity Start-ups Compliance 130

Harvard Corporate Governance

AUGUST 20, 2024

The Massachusetts legislative session for 2024 has come to a close without the passage of a bill that would have targeted private equity in healthcare. The end of the Massachusetts legislative session without the passage of a bill on this matter comes as a reprieve in a moment of escalating tension for investors in the healthcare sector.

Equity 124

Equity Marketability 124

Equidam

AUGUST 21, 2024

Invested capital, equity stake and valuation: how are they connected? Investors will typically have an ownership target in mind, and potentially a typical investment amount, so you will need to negotiate around that to ensure you get sufficient capital in return for a reasonable amount of equity.

Equity 116

Equity Start-ups Finance Marketability 116

Harvard Corporate Governance

FEBRUARY 25, 2023

Posted by Tina Shah Paikeday, and Nisa Qosja, Russell Reynolds Associates, on Saturday, February 25, 2023 Editor's Note: Tina Shah Paikeday is the Global Head of the Diversity, Equity & Inclusion Practice, and Nisa Qosja is a Knowledge Consultant at Russell Reynolds Associates. This post is based on their Russell Reynolds memorandum.

Equity 325

Equity 325

Harvard Corporate Governance

MAY 23, 2023

Posted by Brian R. Cheffins and Bobby V. Reddy (University of Cambridge) , on Tuesday, May 23, 2023 Editor's Note: Brian Cheffins is the S. Berwin Professor of Corporate Law, and Bobby V. Reddy is an Associate Professor of Finance at the University of Cambridge. This post is based on their recent paper , forthcoming in The Company Lawyer.

Equity 217

Equity Marketability Market Capitalization Finance 217

Harvard Corporate Governance

AUGUST 8, 2024

The ownership, governance and financing of corporate America look radically different today than they did only a few decades ago, due to conflicting trends in the ownership of corporate equity on the one hand and corporate debt on the other. more…)

Marketability 240

Marketability Corporate Finance Equity Finance 240

Harvard Corporate Governance

JUNE 7, 2022

An early examination of 2022 proxy season voting statistics yields a number of notable observations: We have seen several types of proposals that attracted majority support for the first-time this season, including shareholder proposals addressing racial equity and civil rights audits, sexual harassment concerns and gender pay equity.

Equity 344

Equity 344

Harvard Corporate Governance

FEBRUARY 2, 2024

Consequently, fund families managing both equity and bond funds are more likely to hold stocks and bonds from the same company simultaneously (“dual holdings”). Using detailed holding data of mutual funds, our paper first documents a rising trend in mutual fund dual holdings of U.S. publicly traded firms.

Corporate Finance 289

Corporate Finance Finance Equity Marketability 289

Harvard Corporate Governance

APRIL 21, 2023

In July 2021, State Street Global Advisors, Russell Reynolds Associates, and the Ford Foundation partnered to study best practices for effective board oversight of racial and ethnic diversity, equity, and inclusion (“ The Board’s Oversight of Racial and Ethnic Diversity, Equity, and Inclusion ”).

Equity 313

Equity Marketability 313

Harvard Corporate Governance

FEBRUARY 15, 2024

those say-on-pay votes that achieved less than 50% shareholder approval), say-on-golden-parachute results and results of equity plan proposals, as well as recent guidance from the proxy advisory firms Institutional Shareholder Services (ISS) and Glass Lewis. more…)

Equity 305

Equity 305

Harvard Corporate Governance

AUGUST 15, 2022

Diversity has become a key focus for every industry in recent years, and private equity, like many other parts of the financial sector, still has significant progress to make in terms of diversity and inclusion.

Equity 237

Equity Finance Marketability 237

Harvard Corporate Governance

MAY 28, 2023

Currently, reports on Form PF for private equity fund advisers (usually including real estate and private credit within this category) are filed annually. [2] 2] Unlike many other SEC filings, Form PF filings are not public.

Equity 229

Equity Compliance 229

Harvard Corporate Governance

APRIL 20, 2023

Shifting from equity to debt financing is not simply a matter of optimizing a firm’s cost of capital, however. Highly leveraged firms are now commonplace in many U.S. industries. It also has profound implications for the firm’s behavior and investor outcomes.

Debt Financing 258

Debt Financing Equity Finance Marketability 258

Harvard Corporate Governance

MARCH 28, 2023

Highlights Base Salary : Approximately 80% of CEOs and CFOs received salary increases Of those who received an increase, the median increase was 4.4% incentive compensation) slightly lower for CFOs (more…)

Equity 230

Equity Market Capitalization Marketability 230

Harvard Corporate Governance

JUNE 27, 2023

It is no exaggeration to say that over its roughly forty-year history, private equity has revolutionized both corporate finance and corporate governance. Today, private equity is one of the major global asset classes, and it has attracted a truly staggering amount of capital over a relatively short period of time.

Corporate Finance 230

Corporate Finance Finance Equity Marketability 230

Harvard Corporate Governance

APRIL 8, 2024

The argument is that the point of saying that fiduciary duties are owed to the corporate entity is to fix those duties on the one thing that is essential about that entity, which is to say, the permanent equity capital.

Equity 235

Equity 235

NYT M&A

DECEMBER 12, 2024

A former lawyer, he cofounded the giant investment firm TPG and became known for complex deals that remade corporate America. He died on Wednesday at 82.

Equity 92

Equity Mergers & Acquisitions 92

Mckinsey and Company

AUGUST 1, 2024

The cofounder and CEO of Opportunity@Work talks about the nonprofit’s mission to broaden equitable access to career opportunities for workers skilled through alternative routes.

Equity 137

Equity 137

Harvard Corporate Governance

OCTOBER 6, 2024

and multinational corporations, financial institutions and private equity sponsors. In this alert, we discuss: The continued rollout of the EU’s ambitious, progressive legislative path against the backdrop of continuing regulatory uncertainty in the U.S.;

Equity 250

Equity 250

Harvard Corporate Governance

OCTOBER 16, 2022

In fact, it was through these enforcement actions, particularly against private equity advisers, that the venture industry learned to become hypervigilant regarding disclosures around conflicts, as well as fees and expenses. The landscape appears to be changing under Gary Gensler’s leadership of the SEC.

Equity 256

Equity 256

Harvard Corporate Governance

AUGUST 5, 2024

In this year’s proxy roundup, we have analyzed the use of environmental, social and governance (“ESG”) metrics in cash and equity incentive plans among the largest 100 public companies. [1] However, incentive plans can also pay out in part or in full on the basis of nonfinancial metrics, including ESG metrics.

Equity 254

Equity 254

Harvard Corporate Governance

JULY 17, 2023

In a recent Harvard Law School Forum on Corporate Governance post we drew attention to declining equity markets in the United Kingdom and canvassed various possible explanations for the trend. The UK has, the United States aside, a uniquely well-developed equity market, with origins traceable back to the 16 th century.

Marketability 189

Marketability Equity Finance 189

Harvard Corporate Governance

SEPTEMBER 2, 2023

operational and reputational) and risk appetite; equity; governance; and the role of the board. As companies continue to explore and invest in AI, they also are tasked with considering numerous business implications, such as ethics, compliance, and regulatory processes; risks (e.g.,

Technology 331

Technology Compliance Equity 331