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Should Labor be Allowed to Make Shareholder Proposals?
(Washington Law Review, 1998)
In this Article, we investigate whether labor unions and related entities should be permitted to continue to make shareholder proposals using Rule 14a-8 of the federal securities laws. We focus on the claim that labor is ...
Realigning Corporate Governance: Shareholder Activism by Labor Unions
(Michigan Law Review, 1998)
This paper investigates the increased shareholder activism by labor unions and their pension funds, who are now the most aggressive institutional shareholders. Sometimes unions propose traditional corporate-governance ...
The Effect of Shareholder Proposals on Executive Compensation
(University of Cincinnati Law Review, 1999)
During the last decade, the stratospheric increases in Chief Executive Officer (CEO) pay levels have made executive compensation a popular target for shareholder activism, particularly when high pay is accompanied by poor ...
The Impact of Environmental Liabilities on Privatization in Central and Eastern Europe: A Case Study of Poland
(University of California at Davis Law Review, 1994)
The Central and Eastern Europe (CEE) countries are breaking up their centrally planned economies at a record pace by selling formerly state-owned industrial enterprises to private sector investors. Privatization is expected ...
Judicial Review of Defensive Tactics in Proxy Contests: When is Using a Rights Plan Right?
(Vanderbilt Law Review, 1993)
Incumbent management has long enjoyed broad discretion in its
use of Rights Plans in proxy contests and joint offers. Legal scholars
have accepted the justifications for permitting incumbents such latitude
with little ...
A Theoretic Analysis of Corporate Auctioneers Liability Regimes
(Wisconsin Law Review, 1992)
In Schneider v. Lazard Freres & Co. a New York appellate court greatly expanded the liability of investment advisers working as corporate auctioneers. Under this new legal regime, auctioneer/advisers accused of simple ...
Auctioning Class Action and Derivative Lawsuits: A Critical Analysis
(Northwestern University Law Review, 1993)
Numerous legal academics and practitioners have criticized the handling by plaintiffs' attorneys of large-scale class action and derivative lawsuits. These critiques point out attorneys' abuse of the legal system, ranging ...
Using State Inspection Statutes for Discovery in Federal Securities Fraud Actions
(Boston University Law Review, 1997)
We propose that plaintiffs in securities fraud actions should use state inspections statutes to obtain discovery about potential securities fraud cases. First, we argue that the Private Securities Law Reform Act has ...
Improving Shareholder Monitoring of Corporate Management by Expanding Statutory Access to Information
(Arizona Law Review, 1996)
A central issue in contemporary corporate law is the effectiveness of shareholders as monitors of corporate management. For example, in a series of recent articles, legal scholars have debated whether the rapid growth in ...