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Now showing items 31-40 of 53
What Should We Do About Multijurisdictional Litigation in M&A Deals?
(Vanderbilt Law Review, 2013)
Many M&A transactions attract shareholder litigation challenging the fairness of the economic terms of the deal for the target shareholders. Since the end of the financial crisis, however, there has been a documented ...
Should New Zealand Adopt Say on Pay?
(New Zealand Business Law Quarterly, 2013)
Around the globe, the latest fashion in corporate governance circles is "Say on Pay," a shareholder vote – sometimes precatory, other times mandatory – on CEO remuneration. Country after country has adopted Say on Pay in ...
Arbitration Clauses in CEO( Employment Contracts: An Empirical and Theoretical Analysis
(Vanderbilt Law Review, 2010)
A bill currently pending in Congress would render unenforceable mandatory arbitration clauses in all employment contracts. Some perceive these provisions as employer efforts to deprive employees of important legal rights. ...
Executive Compensation in the Courts: Board Capture, Optimal Contracting, and Officers' Fiduciary Duties
(Minnesota Law Review, 2011)
This Article proposes a new approach to monitoring executive compensation. While the public seems convinced that executives at public corporations are paid too much, so far attempts to rein in executive compensation have ...
A Theory of Representative Shareholder Suits and its Application to Multijurisdictional Litigation
(Northwestern University Law Review, 2012)
We develop a theory to explain the uses and abuses of representative shareholder litigation based on its two most important underlying characteristics: the multiple sources of the legal rights being redressed (creating ...
Corporate Voting and the Takeover Debate
(Vanderbilt Law Review, 2005)
For many years academics have debated whether it is better to permit hostile acquirers to use tender offers to gain control over unwilling target companies, or to force them to use corporate elections of boards of directors ...
The First Year of "Say on Pay" Under Dodd-Frank: An Empirical Analysis and Look Forward
(George Washington Law Review, 2013)
Using voting data from the first year of “say on pay” votes under Dodd-Frank, we look at the patterns of shareholder voting in advisory votes on executive pay. Consistent with the more limited “say on pay” voting before ...
Mapping the American Shareholder Litigation Experience
(European Company and Financial Law Review, 2009)
In this paper, we provide an overview of the most significant empirical research that has been conducted in recent years on the public and private enforcement of the federal securities laws. The existing studies of the ...
Common Challenges Facing Shareholder Suits in Europe and the United States
(European Company and Financial Law Review, 2009)
Episodic and even sometimes systematic misbehavior by businessmen and
corporate entities is ubiquitous. While Enron and WorldCom were the battle
cries for corporate reform in the U.S. so it was with Ahold and Parmalat ...
An Empirical Analysis of Noncompetition Clauses and Other Restrictive Postemployment Covenants
(Vanderbilt Law Review, 2015)
Employment contracts for most employees are not publicly available, leaving researchers to speculate on whether they contain post-employment restrictions on employee mobility, and if so, what those provisions look like. ...