Private equity (PE) has expanded to an unprecedented scale, with industry assets under management exceeding $15.5 trillion and global buyout firms holding $1.2 trillion in dry powder.[1] Yet despite this growth, complexity, and institutional scrutiny, …
Posted by the Harvard Law School Forum on Corporate Governance, on Friday, February 20, 2026 Editor's Note: This roundup contains a collection of the posts published on the Forum during the week of February 13-19, 2026
On January 27, 2026, the Delaware Supreme Court affirmed coverage for Harman International Industries, Inc. (“Harman”) in a $28 million federal securities class action settlement. The court held that the D&O policies’ “bump‑up” provision did not apply …
There have been many periods in our nation’s history where serious and legitimate questions were raised about the effectiveness and integrity not only of corporate governance practices, but about the corporate bar itself, such as during the financial …
Considerations like these make it essential to balance efficiency and cost savings with long-term talent needs and the social license to operate. Companies still need entry-level workers—just not for the same tasks. The next generation, especially those …
Activists enjoyed a banner year in 2025. From proxy contest wins at blue-chip companies to a partnership with Taylor Swift’s fiancé, engaged shareholders once again demonstrated their capabilities, creativity and readiness. As we discussed in the fall, …
ESG, DEI AND HUMAN CAPITAL DISCLOSURES The prevalence of public company human capital practices and disclosures ebbs and flows. Over the last two years, DEI-related metrics in incentive plans and references in annual reports and proxy statements receded …
A decade ago, the landscape of corporate sustainability was almost unrecognisable. AI was still more Spielberg than strategy, and ‘net zero’ had yet to enter the corporate lexicon. Two years after the Paris Agreement, businesses were beginning to translate …
Key Observations We analyzed proxy-voting records of 50 of the largest US managers of equity and allocation funds for companies in the Morningstar US Large-Mid Cap Index over the 2023, 2024, and 2025 proxy years. We also assessed votes by eight European …
Buyers in M&A transactions often assume that they will be able to recover reasonable attorneys’ fees in connection with a successful indemnification claim if the purchase agreement generally includes attorneys’ fees in the definition of indemnifiable …
The Current Landscape For decades, corporate governance operated on relatively stable ground, even amid backlash against proxy advisors and the proxy voting system itself. The Securities and Exchange Commission (SEC) controlled ballot access, research and …
Posted by the Harvard Law School Forum on Corporate Governance, on Friday, February 13, 2026 Editor's Note: This roundup contains a collection of the posts published on the Forum during the week of February 6-12, 2026
Drawing on The Conference Board® C-Suite Outlook 2026 global survey of business leaders, this report analyzes how CEOs and CSuite executives in Europe, North America, and globally are recalibrating environmental, social & governance (ESG) priorities …
An important new survey encourages corporate boards to address rising signs of insularity within elements of its consumer base and society at large. In this context, “insularity” is described as a reluctance to trust anyone or anything “different from me …
The pace of change in the external risk environment has been unrelenting over the past 12 months, as US companies have faced an unprecedented and highly dynamic set of external drivers impacting their businesses. These drivers have included significant …
Redefining board leadership to meet modern challenges Looking toward 2026, the responsibilities and expectations placed on corporate boards continue to evolve at an accelerating pace. Today’s directors are navigating a business environment shaped by a …
How might enhanced climate disclosures disrupt the verification practices of gatekeepers in capital markets transactions? Relatedly, should GHG emissions metrics be certified by experts? In a recent essay, I explore these questions, using the SEC’s now- …
This report examines how board director compensation practices across US public companies have evolved in 2025, drawing on comprehensive longitudinal data to assess levels, structures, mix, and emerging trends across the Russell 3000 and S&P 500. …
Financial crises, like disease outbreaks, are recurring events with devastating consequences. Contagious and difficult to control, crises trigger steep declines in asset prices, disrupt credit intermediation, and precipitate waves of business failures, …
AI is quickly becoming integral to every aspect of enterprise decision-making, and the boardroom is no exception. In PwC’s latest survey of directors, 35% of board members say their boards have already integrated AI (including generative AI) into their …
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