Executive Compensation: If There's a Problem, What's the Remedy? The Case for 'Compensation Disclosure and Analysis'

China as a "National Strategic Buyer": Towards a Multilateral Regime for Cross-Border M&A

Unlike the case of cross-border trade, there is no explicit international governance regime for cross-border M&A; rather, there is a shared...

Proxy Contests in an Era of Increasing Shareholder Power: Forget Issuer Proxy Access and Focus on E-Proxy

Money Market Funds Run Risk: Will Floating Net Asset Value Fix the Problem?

Bank Resolution in Europe: the Unfinished Agenda of Structural Reform

This chapter argues that the work of the European Banking Union remains incomplete in one important respect, the structural re-organization of large...

The Empty Call for Benefit-Cost Analysis in Financial Regulation

?Benefit-cost analysis? as applied to financial regulation is a serious category mistake that has the potential to stymie regulation aimed at the...

Avoiding Eight-Alarm Fires in the Political Economy of Systemic Risk Management

Convergence and Persistence in Corporate Law and Governance

This paper, which will be the basis for a chapter in the forthcoming OXFORD HANDBOOK OF CORPORATE LAW AND GOVERNANCE (Jeffrey Gordon and Georg Ringe,...

Bank Governance

According to a common narrative, in addition to inadequate capital and liquidity, the failure of banks in the financial crisis also reflected their poor...

The Agency Costs of Agency Capitalism: Activist Investors and the Revaluation of Governance Rights

Convergence and Persistence in Corporate Law and Governance

This paper, which will be the basis for a chapter in the forthcoming OXFORD HANDBOOK OF CORPORATE LAW AND GOVERNANCE (Jeffrey Gordon and Georg Ringe,...

Avoiding Eight-Alarm Fires in the Political Economy of Systemic Risk Management

Agency Capitalism: Further Implications of Equity Intermediation

This chapter continues our examination of the corporate law and governance implications of the fundamental shift in ownership structure of U.S. public...

The Origins of a Capital Market Union in the United States

EU policy-makers have focused on the creation of a “Capital Market Union” to advance the economic vitality of the EU in the aftermath of the Global...

The Empty Call for Benefit-Cost Analysis in Financial Regulation

?Benefit-cost analysis? as applied to financial regulation is a serious category mistake that has the potential to stymie regulation aimed at the...

Systematic Stewardship

This paper frames a normative theory of stewardship engagement by large institutional investors and asset managers in terms of their theory of...

Avoiding Eight-Alarm Fires in the Political Economy of Systemic Risk Management

Agency Capitalism: Further Implications of Equity Intermediation

This chapter continues our examination of the corporate law and governance implications of the fundamental shift in ownership structure of U.S. public...

Bank Resolution in Europe: the Unfinished Agenda of Structural Reform

This chapter argues that the work of the European Banking Union remains incomplete in one important respect, the structural re-organization of large...

The Origins of a Capital Market Union in the United States

EU policy-makers have focused on the creation of a “Capital Market Union” to advance the economic vitality of the EU in the aftermath of the Global...

Shareholder Initiative: An Informal Social Choice and Game Theoretic Approach

Principles of Financial Regulation

Inadequate regulation of the financial system is widely thought to have contributed to the financial crisis. The purpose of the book is to articulate a...

Bank Governance

According to a common narrative, in addition to inadequate capital and liquidity, the failure of banks in the financial crisis also reflected their poor...

Systematic Stewardship

This paper frames a normative theory of stewardship engagement by large institutional investors and asset managers in terms of their theory of...

Standard Setting for Accountants and the Role of the Public Interest Oversight Board

Standard setting for accountants and auditors takes places in international bodies, organised within the framework of the International Federation...

The Single Supervisory Mechanism or ?SSM?, Part One of the Banking Union

The Regulation on the Single Supervisory Mechanism mandates the European Central Bank to exercise prudential supervision on the most significant...

Implementation of the SRD II Provisions on Related Party Transactions

In 2017 the European Union adopted amendments to the Shareholder Rights Directive enacted a decade earlier. Among the changes was a new Article 9c...

Enforcement of Corporate Governance Codes

A Simple Theory of Takeover Regulation in the United States and Europe

Banking Union: Aspects of the Single Supervisory Mechanism and the Single Resolution Mechanism Compared

The Banking Union is based on different components, partly on directives applicable throughout the EU, partly on two regulations applicable only in the...

The Transfer of the Company's Seat in European Company Law

Do Investors Care about Carbon Risk?

We study whether carbon emissions affect the cross-section of U.S. stock returns. We find that stocks of firms with higher total CO2 emissions (and...

Pay for Short-Term Performance: Executive Compensation in Speculative Markets

We argue that the root cause behind the recent corporate scandals associated with CEO pay is the technology bubble of the latter half of the 1990s. Far from...

Investor Ideology

We estimate institutional investor preferences from proxy voting records. The W-NOMINATE method maps investors onto a left-right dimension based on...

Corporate Governance and Control

Corporate governance is concerned with the resolution of collective action problems among dispersed investors and the reconciliation of conflicts of...

L-Shares: Rewarding Long-Term Investors

We argue that a fundamental reason for the short term perspective of corporate executives is the short-term orientation of shareholders and financial...