And Speaking of Job Loss. . . (November 13, 2008)

In case you have not seen it, the New York Times had an article yesterday regarding job loss at law... (Category: Financial Crisis)

Job Losses (November 13, 2008)

It is certainly no news to anyone that people are losing their jobs. According to the Bureau of Labor Statistics... (Category: Financial Crisis)

Newspapers (or a Lack Thereof) (November 05, 2008)

After people stood in line yesterday to vote in some cases for several hours, today people in Maryland, Virginia, and... (Category: Politics)

Gambling on Gambling (October 30, 2008)

In an issue that is right up Christine’s alley, this election day, voters in several states will be considering ballot... (Category: Gambling)

Turning a Blind Eye? (October 21, 2008)

Last week, the Senate Banking Committee held a hearing on the genesis of the current economic crisis. In his testimony... (Category: Financial Crisis)

AIG and Public Perception (October 09, 2008)

Yesterday the Federal Reserve agreed to provide AIG with an additional loan for up to $37.8 billion to help improve... (Category: Economics)

The National Debt Clock (October 09, 2008)

In a true "sign of the times," the national debt clock, which sits in Times Square and keeps tabs on... (Category: Economics)

Do we need a corporate governance response to the current crisis? (October 02, 2008)

As I begin teaching about boards of directors and their fiduciary duties, I have begun to wonder if there should... (Category: Corporate Governance)

Buffett's Bet on Goldman (September 25, 2008)

So Warren Buffett has decided to invest in Goldman, to the tune of $5 billion for the purchase of preferred... (Category: Economics)

How are the economic events impacting your teaching? (September 24, 2008)

Like the public in general and those interested in business issues in particular, we all have been focused on the... (Category: Law Schools/Lawyering)

Executive compensation and the bailout/rescue plan (September 24, 2008)

Like Usha, I have been trying to puzzle through what the executive compensation provision of the new bailout/rescue bill really... (Category: Economics)

Maryland Conference on the Current Crisis (September 18, 2008)

On Friday October 3, Maryland will be hosting a conference on the Subprime Meltdown: Causes, Consequences and Solutions. As you... (Category: Conferences)

Greed Apparently Not So Good (September 18, 2008)

As I have been soaking up the various perspectives on the causes of, and potential cures for, our current economic... (Category: Corporate Governance)

"Too Big to Fail"? (September 17, 2008)

A dominant theme in the recent discussions of the bailouts is that certain entities are “too big to fail.” This... (Category: Corporate Governance)

"Bad Business Judgments and Herd Behavior" (September 08, 2008)

This morning, I was listening to C-Span Radio's coverage of the takeover of Fannie Mae and Freddie Mac, which included... (Category: Corporate Governance)

Finally, My First Week of Class (September 04, 2008)

Finally, this is my first week back--apparently a bit behind some other schools. But given the discussions about the classroom... (Category: Law Schools/Lawyering)

The Economic Power of the Red Sox? (August 29, 2008)

The New York Times has a story about Sarasota, Florida's efforts to get the Red Sox to relocate their spring... (Category: Economic Development)

State Business Specialty Courts (August 28, 2008)

Since coming to Maryland I have been involved in projects at the city and state level aimed at developing specialized... (Category: Corporate Law)

Board Diversity Norwegian Style (August 14, 2008)

I have finally gotten around to reviewing a report on the impact of Norway's law requiring gender diversity on corporate... (Category: Corporate Governance)

Lisa Fairfax on Special Litigation Committees (August 11, 2008)

Professor Minor Myers’s paper makes a very important contribution to the legal scholarship regarding the role of special litigation committees... (Category: Junior Scholars)

The Impact of Shareholder Activism on Boards and their Composition (August 07, 2008)

I have been doing some research on the impact of shareholder activism on board composition—and in fact was generously given... (Category: Corporate Governance)

Sponsorship of Shareholder Proposals (August 05, 2008)

A recent Investment Company Institute report revealed that sponsorship of shareholder proposals was relatively concentrated in the hands of a... (Category: Corporate Governance)

What your SUV says about you. . . (July 31, 2008)

"I can't afford a second car. I can't get out of my lease. I can't get rid of this because... (Category: Economics)

The Four Day Work Week (July 24, 2008)

On August 4, Utah will become the first state to institute a mandatory four day work week for most of... (Category: Economics)

Avoid Consumer Fraud. . .Move to Mississippi or the Dakotas? (July 22, 2008)

Some research I’ve been doing on consumer fraud had me running across a Federal Trade Commission survey on complaints related... (Category: White Collar Crime)

What's Next for Shareholder Advocates? (July 21, 2008)

Given its continued focus in oral argument on the hypothetical concerning the payment of expenses for a candidate motivated solely... (Category: Corporate Governance)

Some Interesting Words for Proxy Access (July 18, 2008)

In its decision re: AFSCME's bylaw, the Delaware Supreme Court had some interesting, and perhaps for shareholder advocates, encouraging words... (Category: Corporate Governance)

Delaware Supreme Court Decides on SEC's Certified Questions (July 17, 2008)

In a decision by Justice Jacobs, the Delaware Supreme Court decided today that AFSCME's proposed by-law mandating the reimbursement of... (Category: Corporate Governance)

MyGallons.com (July 16, 2008)

In the midst of all the quite frankly depressing stories about high gas prices and now increasing consumer prices, I... (Category: Businesses of Note)

Oral Arguments in CA v. AFSCME (July 11, 2008)

I had a chance to listen to the Delaware Supreme Court's oral arguments in CA v. AFSCME. As you can... (Category: Corporate Governance)

Delaware Supreme Court Accepts SEC Certification (July 02, 2008)

Yesterday, the Delaware Supreme Court agreed to accept questions certified to it by the SEC, marking the Court's first use... (Category: Corporate Governance)

The Greening of Academia. . .and Corporate America? (June 27, 2008)

On Sunday the Washington Post ran a story on the greening of higher education. The story pointed out various ways... (Category: Social Responsibility)

Gas Prices Rise; School Kids Walk Further (June 25, 2008)

It seems like everyday I hear a new story about the impact of increased gas prices, from stories about the... (Category: Economics)

Same Perp Walk, Different Summer? (June 20, 2008)

Yesterday, two former Bear Stearns managers were arrested and face criminal charges related to the collapse of certain investment funds... (Category: White Collar Crime)

Basketball Shoes: Doing Well While Doing Good (June 19, 2008)

Forbes has an article on Orlando Magic LA Lakers Miami Heat Phoenix Sun player Shaquille O'Neal's line of low-cost basketball... (Category: Businesses of Note)

What happened to the other constituents? (May 28, 2008)

As I sat through what (as you all can now tell) I believed to be a terrific conference on takeovers,... (Category: )

Independent Boards, SEC Intervention in M&A Transactions, and Yahoo! (May 27, 2008)

Perhaps I should have mentioned at the outset that my posts on the Georgetown's Williams Act conference would be part... (Category: Takeovers)

Federal/State Takeover Regulation and Unintended Consequences (May 23, 2008)

As I noted in my post on Wednesday, I was at the Georgetown Conference commemorating the Williams Act this week.... (Category: Takeovers)

The Williams Act and Hostile Takeovers (May 21, 2008)

I am attending Georgetown's conference commemorating the 40th anniversary of the Williams Act entitled "The History and Future of US... (Category: Takeovers)

Customer Satisfaction Index (May 21, 2008)

A while ago I commented on the notion that corporations may be less likely to focus on other constituents during... (Category: )

Graduation 2008 and The Katrina Class (May 19, 2008)

Maryland's graduation was this past Friday. I must admit that I really enjoy being a part of the ceremony. In... (Category: Law Schools/Lawyering)

Credit Card Users and Suckers (May 15, 2008)

In the context of her commentary on the Federal Reserve's proposed rules to prohibit certain unfair credit card practices, Washington... (Category: Economics)

Shareholder Democracy and the Myth of the Mom and Pop Investor (April 17, 2008)

One interesting thread of conversation at the ABA session on shareholder power was a discussion about mom and pop investors.... (Category: Corporate Governance)

Shareholder Responsibilities (April 14, 2008)

It seems that most discussions about increased shareholder power sooner or later focus on whether and to what extent shareholders... (Category: Corporate Governance)

Shareholder Rights from a Historical Perspective (April 12, 2008)

I just got back from the ABA Section of Business Law's Spring Meeting in Dallas. One program I attended was... (Category: Corporate Governance)

Oregon's Corporate Code (April 02, 2008)

Oregon recently amended its corporate code to expressly permit corporations to include in their charter a provision authorizing or directing... (Category: Corporate Governance)

Brackets and the Workplace (March 30, 2008)

Since I traveled to Pittsburgh this week, I had the chance to read a story in the Pittsburgh Post-Gazette on... (Category: Employees)

Harvard Waives Tuition for Third Years Who Pledge to Work in the Public Sector (March 19, 2008)

Harvard Law School plans to waive law school tuition for the third year of law school for students who pledge... (Category: Law Schools/Lawyering)

The Power of the Proxy (March 18, 2008)

The New York Times Company announced that it has struck a deal to nominate two insurgent candidates to its board.... (Category: Corporate Governance)

Bear Stearns' Employees (March 17, 2008)

I know we are trying to move on, but I have heard several news sources and commentators point out that... (Category: Employees)

Leadership Pay Disparities (March 17, 2008)

I recently ran across a 2007 study conducted by the Institute for Policy Studies, a progressive research center, which published... (Category: Corporate Law)

Should we be concerned about corporate use of electronic voting? (March 11, 2008)

In my current research on shareholders and new voting initiatives, I have been surprised by the number of companies that... (Category: Corporate Governance)

Gates out; Buffett in as world's richest man (March 06, 2008)

Forbes' 2008 list of the world's richest people reveals that, after thirteen years, Bill Gates no longer holds the title... (Category: Current Affairs)

Gift Cards Revisited (March 04, 2008)

Yesterday a number of the local news stations extensively covered the story of the Sharper Image bankruptcy, with particular emphasis... (Category: Businesses of Note)

Rule 144 and Perfect Timing. . . (February 20, 2008)

Tomorrow I will be teaching Rule 144 in my Securities Regulation class, and it was not until I began focusing... (Category: Securities)

Virtual Shareholder Meetings: Benefit or Burden? (February 20, 2008)

I have been doing some research on virtual shareholder meetings—shareholder meetings conducted without a physical venue and thus solely through... (Category: Corporate Governance)

The SEC Keeps its Promise on Proxy Access? (February 13, 2008)

Last year when the SEC decided against adopting a rule that would have allowed shareholders access to the corporation’s proxy... (Category: Securities)

Where are we on "say on pay"? (February 07, 2008)

ISS has called “say on pay”--proposals seeking a non-binding shareholder vote on executive compensation—the most closely watched issue of the... (Category: Corporate Governance)

"I look forward to nailing the going out of business sign on the front door of the IRS." (February 06, 2008)

This was the opening line of Mike Huckabee's speech yesterday, who, of course, is running on the idea of abolishing... (Category: Taxation)

Whose Tax Plan Should Warren Buffett Support? (January 30, 2008)

At a conference on elections at the University of Maryland School of Law, Dorothy Brown gave a very interesting presentation... (Category: Taxation)

Dell and Microsoft going "(Red)" (January 23, 2008)

Dell and Microsoft have teamed up to sell “(Red)” computers, promising to donate up to $80 for every product sold... (Category: )

Electronic Comunications and Shareholder Rights (January 22, 2008)

Shareholder activists were no doubt disappointed with the SEC's recent decision to reject proxy access for shareholder nominated candidates. However,... (Category: Corporate Governance)

Gender Diversity in US Corporations (January 09, 2008)

Dan's post regarding gender diversity on boards makes some very significant points, particularly about the importance of critical mass. Many... (Category: Corporate Governance, Gender Issues)

Starbucks Dominance Waning? (January 08, 2008)

Starbucks’ chief executive will be stepping down, replaced by the company’s chairman Howard Schulz. This announcement comes in the midst... (Category: Businesses of Note)

Martin Lipton on the Role of Boards in 2008 (December 29, 2007)

In a memo entitled, Some Thoughts for Boards of Directors in 2008, Martin Lipton sets forth some of what he... (Category: Corporate Governance)

The Choice of Multiple Choice (December 11, 2007)

As I stare at my 100+ Business Associations exams, I ask myself why I have yet to give a multiple... (Category: Law Schools/Lawyering)

Gender and Reputation in Cyberspace (December 11, 2007)

Frank Pasquale at Concurring Opinions has a post about my colleague Danielle Citron’s presentation at the Yale Symposium on Reputation... (Category: Blogs and Blawgs)

Lisa Fairfax on Lawrence Mitchell, The Speculation Economy: How Finance Triumphed Over Industry (December 10, 2007)

First, thank you to everyone participating in the book club. I had the chance to read Larry Mitchell’s book, The... (Category: Book Club)

Free Tuition at Harvard (December 06, 2007)

I suspect because it is the admissions season, recently I have been receiving a number of emails about Harvard's decision... (Category: Current Affairs)

The After Market in Gift Cards (December 05, 2007)

Although I am usually reluctant to give gift cards because they seem too impersonal, I will admit that they are... (Category: Economics)

Can Green Be Gold? (November 26, 2007)

Apparently, being a “green” company is not only the “in” thing to do, but it also the profitable thing to... (Category: Social Responsibility)

The Boston Globe on Tips to Avoid Lawsuits from Office Parties (November 20, 2007)

The Boston Globe notes that holiday parties are a potential minefield for lawsuits, and hence provides some tips, courtesy of... (Category: Holidays)

They Rule.net (November 07, 2007)

After my lecture on corporations and their boards, a student directed me to a website called "They Rule". The website,... (Category: Corporate Governance)

Black CEOs (November 06, 2007)

When I opened the Washington Post today, I must admit I was struck by the story indicating that Richard Parsons... (Category: Corporate Law)

Two down, how many others to go? (November 05, 2007)

Apparently the subprime mortgage crisis has claimed its second CEO victim. Less than a week after Merrill Lynch CEO E.... (Category: Corporate Governance)

The Little Cult of Car Users (October 31, 2007)

According to the Washington Post, one car industry expert maintained that while the car sharing industry, in which both Flexcar... (Category: Businesses of Note)

On Leaving Corporate Executives "Naked, Homeless and Without Wheels" (October 30, 2007)

Donald Langevoort has an article entitled 'On Leaving Corporate Executives Naked, Homeless and Without Wheels": Corporate Fraud, Equitable Remedies, and... (Category: Corporate Governance)

Maryland Conference on SOX (October 18, 2007)

This must be a popular date for corporate conferences. Maryland is hosting its annual business law conference today and tomorrow.... (Category: Conferences)

Profiting from Class Notes (October 16, 2007)

Apparently students at the University of Maryland College Park who miss class do not have to worry about finding someone... (Category: Law Schools/Lawyering)

Finally, Sunrise Shareholders Get Their Meeting (October 15, 2007)

Tomorrow, Sunrise Senior Living, Inc. will hold its annual meeting. An unusual event because the meeting, and its agenda, resulted... (Category: Corporate Governance)

Change a Light. Change the World. (October 03, 2007)

Apparently Wal-Mart’s campaign to encourage its customers to buy compact fluorescent light bulbs has paid off. Today Wal-Mart announced that... (Category: Wal-Mart)

The More Things Change . . . (October 03, 2007)

This weekend I heard an ad on the radio that began by pointing out that it was possible to purchase... (Category: Economics)

The Not So Rosy Side of the Legal Job Market (September 25, 2007)

The Wall Street Journal has an article highlighting a troubling problem for law schools—the tightening legal job market. Many law... (Category: Law Schools/Lawyering)

GM Workers Strike (September 24, 2007)

Members of the United Automobile Workers Union began striking today at GM plants across the country in what is apparently... (Category: Corporate Governance, Employees)

No Free Lunch for Seniors (September 19, 2007)

Last Week the SEC held its second annual "Seniors Summit" aimed at examining how regulators and others can coordinate efforts... (Category: Securities)

The Patriots and Individual vs. Collective Liability (September 17, 2007)

As luck would have it, I was in Boston this weekend and got a chance to hear the hometown perspective... (Category: Current Affairs, Law & Society, Sports)

Kiva.org and Microfinancing by Everyone (September 12, 2007)

As we were talking in class about the credit crisis and issues involved with lending to low-income people, one of... (Category: Economics)

Brand Protection and the Toy Recalls (September 10, 2007)

After a summer filled with recalls of various toys, today Disney has announced its intention to independently test toys featuring... (Category: Corporate Governance)

Some Reflections on the Bailout Debate (August 29, 2007)

On Monday Maryland held a panel discussion on the current credit/housing crisis. The discussion sparked debate about responses to the... (Category: Current Affairs, Economics)

The Impact of the Credit Crisis on Shareholder Activism and Shareholder Democracy (August 28, 2007)

The New York Times had an article questioning whether the activist shareholder could survive the credit crisis. Certainly, in the... (Category: Corporate Governance)

The Thousand Dollar Lawyers (August 22, 2007)

The Wall Street Journal reports that several top New York lawyers are set to break the "fee barrier" and charge... (Category: Law Schools/Lawyering)

Study Says Bad Bosses Get Promoted, Not Punished (August 10, 2007)

A study to be presented at the Academy of Management's annual meeting indicates that bad bosses get promoted rather than... (Category: Corporate Law, Employees)

Reputation Sanctions for Outside Directors (August 09, 2007)

My post on Tuesday suggested that outside directors are not likely to be subject to criminal or civil liability for... (Category: Corporate Governance)

Outside Director Liability (August 07, 2007)

Last month DOJ’s Corporate Fraud Task Force issued a report revealing that in the five years since the Task Force... (Category: White Collar Crime)

Can Corporate Social Responsibility Survive Economic Downturns? (August 03, 2007)

Last week after the market took its first tumble, I read a story in the Financial Times regarding corporate social... (Category: )

Freedom from the Tyranny of High Airfares (July 19, 2007)

Since I have been spending time in airplanes, one of the things I like to do is read the in-flight... (Category: Travel)

The Impact of Shareholder Activism (July 19, 2007)

On Monday the Wall Street Journal ran a story suggesting that shareholders recent activism is having an impact on corporate... (Category: Corporate Governance)

Businesses and their Employees (July 17, 2007)

I have been traveling a bit lately and, as is apparently inevitable, my most recent flight was delayed. However, the... (Category: Corporate Law, Employees)

The Self-Checkout Debate (June 28, 2007)

I read a story in the Wall Street Journal yesterday suggesting that the business world is still debating the merits... (Category: Corporate Law)

Blackstone IPO Set to be one of the largest (June 22, 2007)

Well the wait is over. The Blackstone Group LP is set for its IPO today, raising $4.13 billion dollars, the... (Category: IPOs)

Will Shareholder-Dominated Boards Create Greater Efficiency? (June 21, 2007)

Two attorneys from Schuyler, Roche & Zwirner have an article in the Delaware Journal of Corporate Law entitled "Strangers in... (Category: Corporate Governance)

SOX and Corporate Risk Taking (June 20, 2007)

On Monday the American Enterprise Institute for Public Policy Research hosted a forum entitled "Is Sarbanes-Oxley Impairing Corporate Risk-Taking?" At... (Category: Corporate Governance)

Apparently, everything bad they say about law school is true. . . (June 14, 2007)

A recent study in the Chronicle of Higher Education confirms the stereotypical perception of law school as especially stressful for... (Category: Law Schools/Lawyering)

CEO Turnover: Has it reached an optimal level? (June 13, 2007)

Booz Allen Hamilton has produced a study regarding trends in CEO turnover for the last six years. In the last... (Category: Corporate Governance)

A New Law Firm Model: The Parts Bigger than the Sum? (June 11, 2007)

Last week the New York Times ran a story about Steven Spielvogel, an attorney who established the International Network of... (Category: Law Schools/Lawyering)

Socially Responsible Investment--Congressional Style (June 06, 2007)

This week the Washington Post pointed out that there were several proposals pending in Congress seeking to encourage the government... (Category: )

Product Placement on Radio Stations: Potential Stealth Marketing? (May 30, 2007)

Recently I have noticed that many of the music radio stations to which I listen appear to engage in a... (Category: Marketing)

Pepsi and Coke finding common ground (May 25, 2007)

On Wednesday a federal judge sentenced the secretary accused of trying to sell Coke's trade secrets to eight years in... (Category: Corporate Law)

Lessons from Arthur Andersen (May 24, 2007)

Yesterday prosecutors decided not to bring criminal charges against the law firm of Sidley Austin in connection with Sidley's work... (Category: White Collar Crime)

How much International Law do you teach? (May 21, 2007)

Last week we had a faculty treat where we heard presentations regarding trends in international law. To be sure, our... (Category: Law Schools/Lawyering)

The Poverty Business (May 17, 2007)

Business Week has a thought provoking article on businesses, from lenders to used car companies, that target their services to... (Category: Economics)

Group Projects (May 17, 2007)

I have finally finished grading, just in time for our graduation tomorrow. In addition to my 110 BA exams (where... (Category: Law Schools/Lawyering)

IKEA's New Green Space (May 15, 2007)

Last week IKEA announced a new program to allow preferential parking for drivers of Hybrid cars. Under the program, several... (Category: )

Socially Responsible Investment--What is the Point? (May 14, 2007)

This Sunday’s Washington Post featured a story on the increase in socially responsible investing over the last decade, and particularly... (Category: )

Why Aren't We There Yet? (May 02, 2007)

Today's Boston Globe reports on a study to be released today about the persistance of the gap between men and... (Category: Law Schools/Lawyering)

Gone to the Dogs (May 01, 2007)

I do not currently own a pet, but I did grow up with a dog. Thus, I was really sad... (Category: Current Affairs)

Idol Gives Back (April 25, 2007)

Okay I will admit that I am a huge American Idol fan. Of course, I do appreciate its flaws, including... (Category: Current Affairs, Television)

Ex-Qwest CEO Convicted of Insider Trading (April 20, 2007)

Just in time for the end of my insider trading lecture, Joseph Nacchio, former CEO of Qwest Communications, was convicted... (Category: Securities)

HP Rejects Proxy Access. . .I think (April 17, 2007)

After all of the hoopla concerning whether HP could exclude a shareholder proposal that would enable shareholders under certain circumstances... (Category: Corporate Governance)

Exporting US Corporate Law (April 16, 2007)

Today Judge Dennis Davis of the High Court of Cape Town, South Africa spoke at Maryland about the process of... (Category: Comparative Law)

Honest Tea (March 21, 2007)

I must say that some of the stories in the airplane magazines are quite fascinating. On the plane ride to... (Category: )

Rethinking Disney in Light of Disneyland (March 21, 2007)

Last week I, along with millions of other people, spent part of my Spring Break in California at Disneyland. While... (Category: Disney)

Lipshaw on Bebchuk on CEO Pay (March 15, 2007)

Jeff Lipshaw over at Legal Profession Blog has some interesting comments on Lucian Bebchuk’s new paper Pay Distribution in the... (Category: Corporate Governance)

MIT for Free (March 13, 2007)

Earlier this year I read about MIT’s efforts to make the contents of its courses available on-line for free—that is... (Category: Law Schools/Lawyering)

Majority Voting: A Fait Accompli? (March 12, 2007)

Like Christine, I have been sick this past week-only mustering the strength to get to class and back. Before that... (Category: Corporate Governance)

Aflac Gives Shareholders a Say on Pay (February 22, 2007)

Aflac Inc has become the first US company to agree to give its shareholders the right to a non-binding vote... (Category: Corporate Governance)

Teaching Dodge v. Ford Motor Company (February 20, 2007)

Today I taught the famous 1919 case of Dodge v. Ford Motor Company, which, in addition to its messages about... (Category: Social Responsibility)

Chinese Businessman Sentenced to Death for Investment Fraud (February 16, 2007)

Okay, it just caught my eye. A Chinese businessman, Wang Zhendong, was sentenced to death this week by a Chinese... (Category: White Collar Crime)

Some thoughts on Goldman and Excessive Compensation (February 15, 2007)

On Tuesday the New York Times ran a story on salaries at Goldman. Not suprising, managing partners at the firm... (Category: Corporate Governance)

Hedge Funds Going Public—Is that a Good Idea? (February 13, 2007)

Last Friday Fortress Investment Group hosted its IPO, the first hedge fund to go public in the US. Apparently appetite... (Category: IPOs)

A Strategy for Success? (February 06, 2007)

MicroStrategy, Inc., a company that sells business software, announced last week that it would buy a $46 million jet. For... (Category: Corporate Governance)

The Benefits of Looking Within (February 05, 2007)

NBC has announced plans to appoint Jeff Zucker as its new chair and CEO to succeed Bob Wright who has... (Category: Corporate Governance)

What’s Wrong with Shareholder Nominations Anyway? (January 30, 2007)

As a follow-up to my post on shareholder efforts to participate in the nomination process, I decided to look at... (Category: Corporate Governance)

The SEC Decides Not to Decide (January 25, 2007)

Monday, the SEC staff declined to take a position on HP’s attempt to exclude from its proxy materials a shareholder... (Category: Corporate Governance)

The Solution to Law Firm Life: Make the Baby Decision Early? (January 23, 2007)

I know Christine has blogged before about giving advice to law students, particularly female law students. However, Christine’s post on... (Category: Gender Issues, Law Schools/Lawyering)

A Modern Day Meinhard? (January 22, 2007)

I start off teaching my Business Associations class with a focus on partnerships and thus I am always looking for... (Category: Partnerships)

And this Round Goes to Wal-Mart (January 19, 2007)

Wednesday the 4th Circuit upheld a ruling that struck down a Maryland law passed last year that would have required... (Category: Corporate Law, Wal-Mart)

BP, Social Responsibility and Internal Controls (January 17, 2007)

Yesterday the independent panel set up to investigate safety processes at BP in the wake of the 2005 explosion at... (Category: Corporate Governance)

The Name Game (January 11, 2007)

Before we end entirely the discussion of college football, I have to say something about the naming component of the... (Category: Sports)

Google: The Best Company to Work For (January 09, 2007)

Fortune has named Google “The Best Company to Work For” in its 2007 list of the top 100 Best Companies... (Category: Corporate Law, Google)

A Community-Based IPO (January 08, 2007)

I also attended AALS and heard some very interesting discussions. I heard a talk by Ralph Smith, former professor at... (Category: )

Student Evaluations (December 21, 2006)

So now is the time when students get to tell the unvarnished truth about their assessments of us as teachers.... (Category: Law Schools/Lawyering)

"Keep Delta My Delta" (December 19, 2006)

As a semi-frequent flyer, I have been watching with some concern the consolidation talks floating around various airlines. The latest... (Category: Takeovers)

Products with a Cause (December 11, 2006)

Last month the New York Times did an article regarding how retailers are increasingly linking merchandise with charitable causes—and finding... (Category: )

Increasing Shareholder Rights (December 04, 2006)

As I noted in my previous post, the Committee on Capital Markets Regulation’s Report also recommended that changes be made... (Category: Securities)

Apparently the Problem is Not Sarbanes-Oxley (November 30, 2006)

The Committee on Capital Markets Regulation, established to explore issues aimed at maintaining and improving the competitiveness of America’s capital... (Category: Securities)

Advice for the New Scholar (November 29, 2006)

As we are in the midst of faculty recruitment, I am reminded of the quite conflicting advice I received regarding... (Category: Law Schools/Lawyering)

CEO Overconfidence and Executive Compensation (November 28, 2006)

Some scholars have recently written about the notion that CEOs tend to be overconfident, and that this overconfidence may lead... (Category: Corporate Governance)

Ticket Scalping and the Free Market (November 27, 2006)

Last week the Boston Globe reported that the New England Patriots have filed suit against an on-line ticket reseller, arguing... (Category: Popular Culture)

BP and the Rhetoric of Responsibility (November 16, 2006)

One of my ongoing projects is analyzing the relationship between corporate rhetoric and behavior. One of my hypothesis is that... (Category: )

America's Top Leaders During a Crisis of Leadership (November 13, 2006)

The October 30 edition of U.S. News and World Report contains a special report on America’s leaders, and indicates that... (Category: Corporate Governance)

Is Corporate Governance Enhanced by Women Directors? (November 09, 2006)

A recent study sponsored by TIAA-CREF found that having three or more women on the board enhances corporate governance. The... (Category: Corporate Governance)

The Profit in investing in employees (November 08, 2006)

Doing some light reading on the airplane, I came across a story about Chick-fil-A, the second largest quick service chicken... (Category: Corporate Governance)

But No One I Know Voted for Her . . . (November 07, 2006)

I thought a little food for thought might be in order on this election day. In October the Washington Post... (Category: Politics)

The Impact of Sarbanes-Oxley on Foreign Companies (November 07, 2006)

No talk on politics, but . . . Kate Litvak spoke at a Georgetown workshop on the impact of SOX... (Category: Securities)

Puffery and Executive Credibility (November 02, 2006)

Today we covered “puffery” in my Securities Regulation class, which is the notion that statements of corporate optimism in the... (Category: Business Ethics, Corporate Governance, Securities)

Syllabus Management (November 01, 2006)

I have to admit I am the kind of person who agonizes over my syllabus every year. This is particularly... (Category: Law Schools/Lawyering)

Protests at Gallaudet (October 31, 2006)

For people in the DC area, the news has been filled with the protests at Gallaudet University, one of the... (Category: Current Affairs)

Hertz IPO (October 28, 2006)

Echoing our discussions here regarding the connection between public and private markets, Hertz announced on Friday its intention to host... (Category: IPOs)

The World's Biggest IPO! (October 28, 2006)

Yesterday, China's biggest bank, Industrial and Commercial Bank of China, or ICBC, began trading its shares simultaneously in Hong Kong... (Category: IPOs)

Secret Compensation? (October 26, 2006)

Today the New York Times ran an article on the highest paid CEO. A man whose name you may not... (Category: Corporate Governance)

Enterprise Liability (October 19, 2006)

A theme raised at Maryland's conference on federalism focused on the increased use of enterprise liability--that is imposing liability on... (Category: White Collar Crime)

Keeping it Simple (October 18, 2006)

I have been thinking about the viability of different business models in the context of the seeming gravitation towards Wal-Mart... (Category: Marketing)

The Impact of Federal Reforms on Private Companies (October 16, 2006)

Last Friday, I attended a conference on "The Fall and Rise of Federal Corporate Law," where some very nice papers... (Category: Corporate Governance)

Goodbye Tower Records (October 14, 2006)

Tower Records is going out of business. Given the way we get our music now, I guess it was inevitable.... (Category: Current Affairs)

Midnight Madness--Maryland Style (October 14, 2006)

Last night I went to Midnight Madness at Maryland for the first time. I love college basketball so it was... (Category: Sports)

What the Options Scandal Tells Us About Reform Efforts (October 12, 2006)

So I have been watching with interest the fall-out over the back-dating of options by (it seems now hundreds) of... (Category: Corporate Governance)

GM and Shareholder Activism (October 06, 2006)

It appears that Kirk Kerkorian’s attempts to generate an alliance between GM, Nissan and Renault have failed since GM’s chairman... (Category: Corporate Governance)

New CEO Turnover Study (October 05, 2006)

Spencer Stuart has issued a study on CEO Turnover at S&P 500 companies, which reveals that 36 companies or 7%... (Category: Corporate Governance)

What's Wrong With Going Private? (October 02, 2006)

Harrah's Entertainment--the world's largest casino operator--just announced that it received a $15 billion offer from two private equity firms. The... (Category: Securities)

Wal-Mart's Voter Registration Drive (October 02, 2006)

Last week Wal-Mart announced a voter registration drive for its employees, apparently the largest such drive by a private employer.... (Category: Wal-Mart)

Another Instance of Affinity Fraud (September 28, 2006)

Although I have been researching issues of affinity fraud for a while now, I always find it interesting how predictably... (Category: Finance)

Fastow's "Last" Good Deed (September 26, 2006)

As he makes his way to serving out his prison term, Andy Fastow apparently has agreed to help lawyers representing... (Category: Enron)

Fastow Sentenced to Six Years (September 26, 2006)

Andy Fastow has been sentenced to six years in prison for his role in the Enron debacle. Although he was... (Category: Enron)

Regulating Corporate Morality (September 21, 2006)

Yesterday I participated in a panel about regulating corporate morality. I did first note that I was unclear what was... (Category: Corporate Law)

Time Revisited? Shareholder Wealth vs. Journalistic Integrity (September 19, 2006)

I have been reading with interest the happenings at the LA Times. Last week, the publisher and editor of the... (Category: Corporate Governance)

Surveys on Social Responsibility (September 18, 2006)

In my research on the issue of corporate social responsibility I have run across many studies that all have the... (Category: )

The Committee on Capital Markets Regulation (September 13, 2006)

Has Sarbanes-Oxley and other regulation passed in the wake of corporate accounting scandals caused America's capital markets to lose their... (Category: Securities)

Shareholder Consent for Political Activities (September 12, 2006)

As we go to the polls today, I took a quick look to see if there were any interesting ballot... (Category: Corporate Governance)

Movies/TV Shows with Corporate Themes (September 05, 2006)

I taught my first class today and started out with a movie clip. I like to show at least one... (Category: Law Schools/Lawyering, Popular Culture)

CEO Turnover (September 05, 2006)

There were two stories in the New York Times today regarding CEO turnover. Bill Ford at Ford has decided to... (Category: Corporate Governance)

A New Economic Model for the Basketball Shoe Industry? (August 28, 2006)

Like many other basketball players in the NBA, Stephon Marbury of the New York Knicks is endorsing and selling a... (Category: Economics, Sports)

Hotel Towel Policies (August 25, 2006)

I did a lot of traveling this summer and if you have traveled recently I am sure you have seen... (Category: )

More on Heinz (August 21, 2006)

Despite the company’s best efforts, the annual shareholders meeting for H.J. Heinz Co has resulted in Nelson Peltz and his... (Category: Corporate Governance)

The Economic Impact of Golf (August 18, 2006)

While I was in South Africa I watched a program that featured the efforts South Africa was making to build... (Category: Economics)

Executive Compensation Issues in South Africa (August 17, 2006)

I found it interesting that the South African papers contained several stories about the growing concern over the gap between... (Category: Corporate Governance)

Back from South Africa (August 17, 2006)

I have just returned from a trip to South Africa and it was incredible. It took almost 20 hours to... (Category: Travel)

Shareholder Activism at Heinz (August 02, 2006)

I opened my New York Times on Monday to a full page ad by HJ Heinz Company to its shareholders... (Category: Corporate Governance)

Ebbers Conviction Upheld (July 31, 2006)

Last week the Second Circuit upheld Bernie Ebbers 25 year sentence, calling it “harsh, but not unreasonable.” In fact the... (Category: White Collar Crime)

Exxon Mobil--Too Much Profit? (July 28, 2006)

Exxon Mobil reported second quarter profits of $10.36 billion, its second best quarter ever. But the Washington Post reports that... (Category: Corporate Governance)

Chicago’s Big-Box Law (July 26, 2006)

Today Chicago’s City Council will vote on a new ordinance aimed at increasing the minimum wage for certain employees. It... (Category: Corporate Law)

Investors and Gender Bias (July 24, 2006)

In her presentation at SEALs, Joan Heminway spoke about the differences in how men and women trust as well as... (Category: Entrepreneurs, IPOs)

Is there a correlation between scholarly productivity and teaching effectiveness? (July 19, 2006)

That is the question Benjamin Barton examined in his empirical study. Ben wanted to provide data related to the age-old... (Category: Law Schools/Lawyering)

Should Young Scholars Engage in Empirical Legal Research? (July 18, 2006)

I am at the SEALS annual conference and getting a chance to see some interesting panels as well as workshops... (Category: Empirical Legal Studies)

Investment Fraud and Seniors (July 17, 2006)

The SEC will be hosting a summit today aimed at discussion ways to fight securities and investment fraud targeting the... (Category: Securities)

Petco and Going Private (July 15, 2006)

Two private equity firms announced on Friday that they would take Petco Animal Supplies private for $29 a share, a... (Category: Corporate Governance)

Cigarette Company’s Anti-Product Advertising (July 13, 2006)

Today I heard an ad on the radio featuring a mother looking for the best methods for discouraging her child... (Category: Corporate Law)

GM and Shareholder Activism (July 07, 2006)

Following up on Gordon’s post on this issue, GM’s board has agreed to authorize talks with Renault and Nissan about... (Category: Corporate Governance)

Why Aren’t Companies Consistently “Responsible”? (July 06, 2006)

Recently I have been doing some empirical research on the connection between a corporation’s rhetoric regarding social responsibility and its... (Category: )

Scrushy Convicted--But Not of Fraud (June 30, 2006)

Almost a year after an Alabama jury acquitted HealthSouth founder Richard Scrushy of accounting fraud charges, another Alabama jury convicted... (Category: White Collar Crime)

Judge Weighs In on Prosecutorial Tactics in Post-Enron Fraud Cases (June 29, 2006)

Tuesday a district judge finally weighed in on prosecutors’ practice of seemingly encouraging corporations and other entities to refuse to... (Category: Corporate Governance, Employees, White Collar Crime)

The Merits of Employee Buyouts (June 27, 2006)

The Washington Post reports that about 47,000 employees have accepted buyout packages from General Motors and its supplier Delphi Corp,... (Category: Corporate Governance, Employees)

Employees vs. Shareholders (June 22, 2006)

Like others, I have always been intrigued by the question of whether shareholders care about the welfare of employees. There... (Category: Corporate Governance)

More on Incentives for Hybrid Buyers (June 21, 2006)

A couple of weeks ago Christine posted about Bank of America and other companies that had programs offering incentives to... (Category: )

Silicon Valley CEO Pay (June 20, 2006)

Given our discussion on executive compensation yesterday, it is interesting to note a story last week in the Wall Street... (Category: Corporate Governance)

Back from Canada (June 19, 2006)

I just wanted to say a brief hello before we got underway. Last week I was in Vancouver with my... (Category: Current Affairs)

Disney on Due Care vs. Best Practices (June 11, 2006)

Like the Chancery Court, the Supreme Court in Disney distinguished between conduct that violated the duty of care--for which directors... (Category: Disney)

Disney and the Fate of the Director-by-Director Analysis (June 09, 2006)

Interestingly, the Supreme Court’s decision also did not reach the merits of the appellants' claim regarding the legitimacy of the... (Category: Disney)

NBA Finals and the Business Judgment Rule (June 08, 2006)

Last night the NBA finals began with the Dallas Mavericks beating the Miami Heat. (I am not sure yet how... (Category: Corporate Governance)

More on Home Depot (June 07, 2006)

I have been following with interest developments at various corporations’ annual shareholders' meetings. I find these meetings particularly interesting because... (Category: Corporate Governance)

GM Shareholders Vote for a Greater Voice (June 06, 2006)

Mirroring Home Depot shareholders, the shareholders of General Motors voted in favor of a majority vote proposal for directors at... (Category: Corporate Governance)

The Rise in Majority Voting Proposals (June 06, 2006)

Home Depot announced plans to become the latest in a number of public companies to adopt a majority vote proposal... (Category: Corporate Governance)

Vonage: Let the Lawsuits Begin? (June 03, 2006)

After the Vonage IPO train wreck as Gordon described it, apparently at least one law firm is looking to put... (Category: IPOs)

Enron Jurors' Demand for Accountability (June 01, 2006)

I think one can view the Enron verdict as a referendum on the laissez faire way in which CEOs practice... (Category: Enron, Forum: Enron)

Third Time the Charm in Mirant Bid for NRG? (May 31, 2006)

The interactions between Mirant Corporation and NRG Energy are developing into quite an interesting takeover battle. Yesterday Mirant made an... (Category: )

Advanced Fee Frauds (May 30, 2006)

You know that scam where you receive an email informing you that some long lost uncle in another country has... (Category: )

Martha Stewart and Enron (May 26, 2006)

Ironically, yesterday was Martha Stewart’s deadline for responding to the SEC’s insider trading charges against her. Martha Stewart has chosen... (Category: Enron)

Betting on Enron (May 25, 2006)

While we await the Enron verdict, a lot of people are seeking to cash in on their verdict predictions. According... (Category: Enron)

Starbucks and the Bee (May 24, 2006)

Starbucks made its first foray into the movie industry by teaming with Lion’s Gate to help promote and distribute “Akeelah... (Category: )

Some Thoughts on the Getty Trust (February 13, 2006)

I just wanted thank Gordon, Christine and Vic for letting me participate in discussions these past two weeks. I could... (Category: Corporate Governance)

The Cendant Effect (February 10, 2006)

The trial of Walter Forbes, former head of Cendant Corp., ended in a mistrial for the second time yesterday. The... (Category: Enron)

Teaching Van Gorkom in the Midst of Enron (February 09, 2006)

This week, I have been teaching Van Gorkom and for the first time I found it nearly impossible to gain... (Category: Corporate Governance)

More on Time-Warner (February 07, 2006)

Yesterday, Carl Icahn and Bruce Wasserstein of Lazard delivered a 342-page report arguing, in part, for the break-up of Time-Warner... (Category: Corporate Governance)

What’s the Deal at Time-Warner? (February 07, 2006)

I have to admit it’s due in large part to my love for movies that I have paid particular attention... (Category: Takeovers)

Burger King IPO (February 03, 2006)

At long last Burger King is hosting an IPO, scheduled to take place the end of this month or early... (Category: Securities)

In for a Penny? (February 02, 2006)

Like Christine, I have found Mark Koenig’s testimony to be particularly interesting. One story that captured my attention was one... (Category: Corporate Governance)

Will Enron Make the State of the Union? (January 31, 2006)

As I listen to talk surrounding the President’s upcoming State of the Union address tonight I wonder if the President... (Category: Corporate Governance)

"Target"ing Crime Control as Corporate Philanthropy (January 30, 2006)

First, thank you to Gordon, Christine, and Vic for inviting me to serve as a guest and for extending to... (Category: Corporate Governance)