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Full-Text Articles in Law

How Corporate Governance Is Made: The Case Of The Golden Leash, Matthew D. Cain, Jill E. Fisch, Sean J. Griffith, Steven Davidoff Solomon Oct 2017

How Corporate Governance Is Made: The Case Of The Golden Leash, Matthew D. Cain, Jill E. Fisch, Sean J. Griffith, Steven Davidoff Solomon

Steven Davidoff Solomon

This Article presents a case study of a corporate governance innovation—the incentive compensation arrangement for activist-nominated director candidates colloquially known as the “golden leash.” Golden leash compensation arrangements are a potentially valuable tool for activist shareholders in election contests. In response to their use, several issuers adopted bylaw provisions banning incentive compensation arrangements. Investors, in turn, viewed director adoption of golden leash bylaws as problematic and successfully pressured issuers to repeal them. The study demonstrates how corporate governance provisions are developed and deployed, the sequential response of issuers and investors, and the central role played by governance intermediaries—activist investors, institutional …


The Impact Of Mandated Corporate Social Responsibility: Evidence From India’S Companies Act Of 2013, Dhammika Dharmapala, Vikramaditya Khanna Oct 2017

The Impact Of Mandated Corporate Social Responsibility: Evidence From India’S Companies Act Of 2013, Dhammika Dharmapala, Vikramaditya Khanna

Law & Economics Working Papers

Firms’ Corporate Social Responsibility (CSR) activity has become the subject of a large literature in recent years. This paper analyzes CSR activity using quasi-experimental variation created by Section 135 of India’s Companies Act of 2013, which requires (on a “comply-or-explain” basis) that firms satisfying specific size or profit thresholds spend a minimum of 2% of their net profit on CSR. We examine effects along a number of different dimensions including firm value, CSR spending, and other outcomes, as well as exploring broader theoretical implications. Our analysis uses financial statement and stock price data on Indian firms from the Prowess database, …


Public Company Health Insurers And Medical Loss Ratios: An Event Study Of Dates Associated With The Affordable Care Act, Rachelle Quinn Mar 2017

Public Company Health Insurers And Medical Loss Ratios: An Event Study Of Dates Associated With The Affordable Care Act, Rachelle Quinn

Doctor of Business Administration (DBA)

The Affordable Care Act (ACA) has proved to be a contentious regulatory and political topic. Although key features were established within the law the complexity of the new provisions and political opposition resulted in a series of federal and state governmental process changes, rule clarifications, and legal challenges. One component of the ACA is the introduction of a federal Medical Loss Ratio (MLR), which requires insurers to spend specified percentages of their premium revenue dollars on medical services and quality improvement actions. If thresholds are not met, insurers must refund premiums to their members, potentially removing millions of dollars from …