A Financial Force to be Reckoned With? An Overview of Sovereign Wealth Funds

Sovereign Wealth Funds (SWFs) represent a new form of investment organizational structure and have grown to over $5.7 trillion assets under management...

Choice as Regulatory Reform: The Case of Japanese Corporate Governance

China's Corporate Social Credit System and the Dawn of Surveillance State Capitalism

Chinese state capitalism is transitioning toward a panoptic, technology-assisted variant that we call “surveillance state capitalism.” The...

Party Building or Noisy Signaling? The Contours of Political Conformity in Chinese Corporate Governance

We examine responses by Chinese firms to a “party-building” policy launched by the Chinese Communist Party (CCP) in 2015 to reform China’s...

Governance Challenges of Listed State-Owned Enterprises around the World: National Experiences and a Framework for Reform

Despite predictions of their demise in the aftermath of the collapse of socialist economies in Eastern Europe, state-owned enterprises (SOEs) are very...

Sovereign Wealth Funds and Corporate Governance: A Minimalist Response to the New Mercantilism

Shifting Influences on Corporate Governance: Capital Market Completeness and Policy Channeling

Corporate governance scholarship is typically portrayed as driven by single factor models, for example, shareholder value maximization, director...

Beyond Ownership: State Capitalism and the Chinese Firm

Chinese state capitalism has been treated as essentially synonymous with state-owned enterprises (?SOEs?). But drawing a stark distinction between...

RPTs in SOEs: Tunneling, Propping, and Policy Channeling

This essay, prepared for a volume on related-party transactions (RPTs), explores the economic, legal and policy challenges associated with RPTs in...

Returns to Shareholder Activism: Evidence from a Clinical Study of the Hermes U.K. Focus Fund

This article reports a unique analysis of private engagements by an activist fund. It is based on data made available to us by Hermes, the fund manager...

Outsourcing Active Ownership in Japan

This paper examines active ownership in Japan by an equity ownership service, Governance for Owners Japan (GOJ). GOJ engages with...

Hedge Fund Activism in Europe

The paper analyzes 362 European activist interventions by hedge funds, focus funds and other activist investors from 2000 to 2008. The sample includes...

Should Shareholders Have a Say on Acquisitions?

Shareholders of U.S. corporations have lost billions of dollars in acquisitions they never approved. In the United Kingdom the listing...

Where Do Firms Incorporate? Deregulation and the Cost of Entry

We study how deregulation of corporate law affects the decision of entrepreneurs of where to incorporate. Recent rulings by the European Court of...

Loyalty Shares with Tenure Voting - Does the Default Rule Matter? Evidence from the Loi Florange Experiment

The contractual theory of the firm predicts that companies adopt charters that maximise firm value, regardless of the default rule. We test this...

The Benefits of Access: Evidence from Private Meetings with Portfolio Firms

We analyze the monitoring efforts of a large active asset manager that involve high-level private meetings with portfolio firms that are unobservable...

Returns to Hedge Fund Activism: An International Study

This paper provides evidence on the incidence, characteristics, and performance of activist engagements across countries. We find that the incidence...

Litigation Governance: Taking Accountability Seriously

Both Europe and the United States are rethinking their approach to aggregate litigation. In the United States, class actions have long been organized...

Mapping the Future of Insider Trading Law: Of Boundaries, Gaps, and Strategies

The current law on insider trading is arbitrary and unrationalized in its limited scope in a number of respects. For example, if a thief breaks into your...

Ratings Reform: The Good, The Bad, and The Ugly

Both in Europe and in the United States, major steps have been taken to render credit rating agencies more accountable. But do these steps address the...

Why Do Auditors Fail? What Might Work? What Won't?

Auditing failures and scandals have become commonplace. In response, reformers (including the Kingman Review in the U.K and a recent report of the...

The Impact of Hedge Fund Activism: Evidence and Implications

Hedge fund activism has increased almost hyperbolically. Some view this optimistically as a means for bridging the separation of ownership and...

The Agency Costs of Activism: Information Leakage, Thwarted Majorities, and the Public Morality

Few doubt that hedge fund activism has radically changed corporate governance in the United States -- for better or for worse. Proponents see activists...

Global Settlements: Promise and Peril

In 2010, Morrison v. National Australia Bank Ltd. destabilized the world of securities litigation by denying those who purchased their securities...

The Future of Disclosure: ESG, Common Ownership, and Systematic Risk

The U.S. securities markets have recently undergone (or are undergoing) three fundamental transitions: (1) institutionalization (with the result...

Women in the Boardroom and their Impact on Governance and Performance

We show that female directors have a significant impact on board inputs and firm outcomes. In a sample of US firms, we find that female directors have...

Women in Finance

Across countries, banks have less gender diverse boards than other firms. Bank board diversity is particularly low in countries with greater gender...

A Theory of Friendly Boards

This paper analyzes the consequences of the board's dual role as an advisor as well as a monitor of management. As a result of this dual role, the CEO faces a...

Beyond the Glass Ceiling: Does Gender Matter?

The representation of women in top corporate officer positions is steadily increasing. However, little is known about the impact this will have. A large...

Boards, and the Directors Who Sit on Them

Boards of directors are intellectually interesting; the literature on boards has academic impact, and there is substantial scope for this literature...

Asking Directors About Their Dual Roles

This paper uses a large survey of directors to investigate variation in directors' dual roles as advisors and monitors of management. I examine whether...

One Share, One Vote: The Empirical Evidence

We survey the empirical literature on disproportional ownership, i.e. the use of mechanisms that separate voting rights from cash flow rights in...

Who Directs the Fed?

During the financial crisis, questions arose concerning links between the Federal Reserve and the business community. This paper provides the first...

Optional Rather than Mandatory EU Company Law: Framework and Specific Proposals

Decision-Making during the Crisis: Why did the Treasury let Commercial Banks fail?

Limited attention has been paid to the comparative fate of banks benefiting from TARP Capital Purchase Program (CPP) funding and less fortunate banks...

Using Basel II to Facilitate Access to Finance: The Disclosure of Internal Credit Ratings

Company and Takeover Law Reforms in Europe: Misguided Harmonization Efforts or Regulatory Competition?

The Advisory and Monitoring Roles of the Board - Evidence From Disruptive Events

We study the contribution of directors to firm resilience by assessing the relative importance of their advisory and monitoring roles at times of...

The Governance of Financial Supervisors: Improving Responsiveness to Market Developments

Empowering the ECB to Supervise Banks: A Choice-Based Approach

Governments as Investors of Last Resort Credit Crisis Comparative Case Studies