Panel debates whether directors of companies should be personally liable

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On Friday, Novemeber 4, The Program on Corporate Governance at HLS will host a panel discussion to debate personal liability for corporate directors. This question became a central one in the recent WorldCom and Enron cases, in which directors paid settlement fees out of their own pockets. Panelists will consider whether personal liability makes directors accountable, or whether it could deter directors from serving and make serving directors excessively defensive.

Bebchuk on Making Directors Accountable

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After a decade of soaring to unprecedented levels, executive compensation is the subject of an intense debate. In their just published “Pay without Performance: The Unfulfilled Promise of Executive Compensation,” HLS Professor Lucian Bebchuk LL.M. ’80 S.J.D. ’84 and UC Berkeley School of Law Professor Jesse Fried ’92 explore the causes and consequences of flawed compensation arrangements.

Prof. Bebchuk on Shareholders’ Power

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In the Financial Times, Professor Lucian Bebchuk writes: The Securities and Exchange Commission formally proposed a rule this month that would provide shareholders with some access to the corporate ballot – the proxy card distributed to all voting shareholders. The rule would require some companies in certain circumstances to include the names of candidates nominated by shareholders who satisfy some minimum ownership requirements on the corporate ballot.