Testimony of Professor John C. Coates IV: John F. Cogan, Jr. Professor of Law and Economics, Harvard Law School, Before the Committee on Banking, Housing, and Urban Affairs, United States Senate on Legislative Proposals to Examine Corporate Governance

Abstract

Effective corporate governance is a crucial foundation for economic growth, and by providing accountability and legitimacy to large-scale businesses, it is a core part of America’s success story. The Committee asked for comment on the role that law plays in corporate and shareholder disclosures and governance, and how they could be improved, as well as on a number of bills introduced into Congress that address different aspects of corporate governance. I comment generally on corporate governance, and then on five of the seven bills, including bills addressing cybersecurity risk and governance, proxy advisors, and reforms to Section 13(d) blockholder disclosures.