Shareholder Rights
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- It’s a Wonderful Lie: Mutual Fund Advocacy for Shareholders’ Rights, part 4
- It’s a Wonderful Lie: Mutual Fund Advocacy for Shareholders’ Rights, part 5
- It’s a Wonderful Lie: Mutual Fund Advocacy for Shareholders’ Rights, part 2
- A Chink in the Armor? Say on Pay
- A Comment from William H Clark, Author of the North Dakota Publicly Traded Corporations Act
- A Legal Challenge to Proxy Access
- A Saturday Editorial: Shareholder Access, Open Markets, and Economic Logic
- A Victory for Access (Sort Of)
- AFSCME v. AIG: The Second Circuit and Rule 14a-8
- AFSCME, WaMu and the Withhold Campaign
- Abercrombie, Compensation, and the Need for Access (Part 2)
- Abercrombie, Compensation, and the Need for Access (Part 3)
- Access and Its Opponents: An Overview
- Access and Its Opponents: The Inevitability of Access
- Access and Its Opponents: The Ostensible Benefits of Private Ordering
- Access and Its Opponents: The Ostensible Evidence of Majority Voting Provisions
- Access and Its Opponents: The Ostensible Improvement in Corporate Governance
- Access and Its Opponents: The Vital Role of the Nominating Committee
- Access and Unions: A Reply to Eugene Scalia
- Access and the 2008 Proxy Season
- Access and the Commission: Shifting the Burden to State Law
- Access and the Commission: The Rule of Unintended Consequences Begins
- Access and the Delaware Bar Association
- Access and the New Regime: The Countdown Begins
- Access and the Opposition: Be Careful What You Wish For
- Access is Coming
- Access is Here: Proposed Rule 14a-11 and Amendments to 14a-8
- Access without Limits
- Access, Arthur Levitt and the SEC
- Access: The Commission's Proposal (Introduction)
- Access: The Commission's Proposal (Some Thoughts)
- Accounting Firms and Tenure
- Airgas Reversed
- Airgas and the Management Friendly Nature of Delaware Law (Part 1)
- Airgas and the Management Friendly Nature of Delaware Law (Part 2)
- Airgas and the Management Friendly Nature of Delaware Law (Part 3)
- Airgas, Inc. v. Air Products: Staggered Boards Staggered (A Drafting Tutorial by the Chancery Court)(Part 3)
- Airgas, Inc. v. Air Products: Staggered Boards Staggered (A Possible Improvement in Majority Vote Provisions)(Part 5)
- Airgas, Inc. v. Air Products: Staggered Boards Staggered (A Prediction)(Part 7)
- Airgas, Inc. v. Air Products: Staggered Boards Staggered (Introduction and Facts)(Part 1)
- Airgas, Inc. v. Air Products: Staggered Boards Staggered (The Holding)(Part 2)
- Airgas, Inc. v. Air Products: Staggered Boards Staggered (What About Those Special Interest Directors)(Part 4)
- Airgas, Inc. v. Air Products: Staggered Boards Staggered (The Overstated Role of Proxy Advisory Firms)(Part 6)
- Amirsaleh v. Board of Trade of the City of New York: Merger Agreements and the Implied Covenant of Good Faith and Fair Dealing
- Apple and a Short Sighted Approach to Governance (Part 2)
- Barnes & Noble Poison Pill Upheld [Yucaipa American Alliance Fund II, LP v. Riggio]
- Barnes & Noble Proxy Fight After Delaware Ruling
- Bear Stearns and the Board of Directors
- Berger v. Pubco: What does Pubco add to our understanding about the interconnectedness of corporate law substantive rights and corporate law procedural rules? And where does this decision come out in adjusting process rules so they are strongly or weakly “minority friendly”?
- Berger v. Pubco: What does Pubco say about appraisal versus fiduciary remedies (and the difference between “fair price” and “fair value”)?
- Board Diversity and the Need for Access (Part 1)
- Board Diversity and the Need for Access (Part 2)
- Boyd v. Novastar Financial: Subprime Lending, the PSLRA, and the Need to Specify the Misstatements
- Broker Non-Voting and the SEC: Background
- Broker Non-Voting and the SEC: The Incumbent Advantage
- Broker Non-Voting and the SEC: The Rationale
- Business Roundtable v. SEC: Judicial Substitution of Its View for that of the Agency
- Business Roundtable v. SEC: The Necessary Course to Understand the Decision
- Business Roundtable v. SEC: The Short Term Strategy
- Business Roundtable v. SEC: The Battle for Proxy Access Continues
- Citizens United and the Limits of Shareholder Approval
- City of Westland Police & Fire Retirement System v. Axcelis Technologies, Inc: A Summary
- City of Westland Police v. Axcelis Technologies: The Appeal (Part 1)
- City of Westland Police v. Axcelis Technologies: The Appeal (Part 2)
- City of Westland Police v. Axcelis Technologies: The Appeal (Part 3) (A Guest Appearance of TheRacetotheBottom)
- City of Westland Police v. Axcelis Technologies: The Appeal (Part 4) (The Prospect of Federal Preemption)
- City of Westland Police v. Axcelis: The Erosion of the Credible Evidence Standard (Introduction)
- City of Westland Police v. Axcelis: The Erosion of the Credible Evidence Standard (One Hand Giveth, One Hand Taketh Away)
- City of Westland Police v. Axcelis: The Erosion of the Credible Evidence Standard (The Implications of the Lower Court's Reasoning)
- City of Westland Police v. Axcelis: The Erosion of the Credible Evidence Standard (The Suitability Standard)
- City of Westland Police v. Axcelis: The Erosion of the Credible Evidence Standard (Unfounded Rejection of the Blasius Standard)
- Collapsed Joint Venture Deal Between Kuwait and Dow Leads to Shareholder Suit
- Comprehensive Proxy Reform
- Congress, CEO Pay and the Use of Compensation Consultants
- Corporate Governance and Executive Compensation
- Corporate Governance and the SEC: Rapid Disclosure of Interim Results and Improving the Integrity of the Voting Process
- Countrywide, Director Independence and Access
- Critics of Access and Congressional Action: The Boomerang Effect
- Delaware Courts and the Continued Erosion of Fiduciary Duties
- Delaware Good Faith Decision Reassures Management
- Delaware's Top Five Worst Shareholder Decisions for 2010 (#1: Airgas v. Air Products)
- Delaware's Top Five Worst Shareholder Decisions for 2010 (#2: Versata Enterprises v. Selectica)
- Delaware's Top Five Worst Shareholder Decisions for 2010 (#3: Yucaipa American Alliance Fund v. Riggio)
- Delaware's Top Five Worst Shareholder Decisions for 2010 (Conclusion)
- Demonizing Hedge Funds (Without Evidence)
- Denial of Access and the Rule of Unintended Consequences Continues
- Director Elections, Institutional Investors, and Shareholder Rights
- Disclosure of Internal Investigative Reports and A Predictable Response: Espinoza v. HP (Part 4B)
- Diversity, Shareholder Proposals, and Public Debate: The Case of Canada
- Diversity, the Board of Directors, and Access
- E Proxies and the Need for Access
- E&Y, Lehman and the Attorney General of New York
- Editorial: Shareholder Non-Access and the SEC, Non-Access is Better than Psuedo-Access
- Eliminating Fairness from the Duty of Loyalty: Hokanson v. Petty
- Executive Compensation and Merrill Lynch: The Right Hand/Left Hand Problem at the Wall Street Journal
- Exxon and the Rockefellers
- Exxon and the Shareholder Meeting: The Results Are In
- Fiduciary Duties of Officers and Directors: Gantler v. Stephens (An Introduction) (part 1)
- Fiduciary Duties of Officers and Directors: Gantler v. Stephens (Evolving Standards for Director Independence?) (Part 3)
- Fiduciary Duties of Officers and Directors: Gantler v. Stephens (The Facts)(Part 2)
- Fiduciary Duties of Officers and Directors: Gantler v. Stephens and the Problem of Stock Exchange Rules on Director Independence (Part 7)
- Fiduciary Duties of Officers and Directors: Gantler v. Stephens (A Final Comment)(Part 9)
- Fiduciary Duties of Officers and Directors: Gantler v. Stephens (Fiduciary Duties of Directors)(Part 4)
- Fiduciary Duties of Officers and Directors: Gantler v. Stephens (The Impact of Shareholder Ratification)(Part 6)
- Fiduciary Duties of Officers and Directors: Gantler v. Stephens (The Importance of Shareholder Ratification)(Part 5)
- Fiduciary Duties of Officers and Directors: Gantler v. Stephens (The Supreme Court Again Misreads Section144)(Part 8)
- Financial Reform and Preempting the Rules of the NYSE: Transferring the Regulation of Discretionary Voting by Brokers to the Commission
- Financial Reform and Preempting the Rules of the NYSE: Transferring the Regulation of Independent Directors to the Commission
- Football and Financial Reform
- Gentile v. Rossette: Even 95% Majority Shareholders Must Be Entirely Fair
- George Bush, Access, and Executive Compensation
- Getting the Vote out Strategy in the Proxy Context
- Grayson v. Imagination Station, Inc: Contract Displaces Fiduciary Duties with Respect to Voting Agreement
- GyneConcepts v. Kim: A Rare Calculation of Damages in a Breach of Fiduciary Duty Claim
- Home Depot Settlement: Corporate Governance Changes
- In Delaware, Plaintiffs Lose Even When They Win: In re Del Monte (Part 1)
- In Delaware, Plaintiffs Lose Even When They Win: In re Del Monte (Part 2)
- In Re JQH: Entire Fairness Standard Will be Applied in Evaluating Acquisition of John Q. Hammon's Hotels
- Increasing Access for Shareholder Director Nominees
- Independent Directors, Delaware Law, and Excessive Pleading Standards: London v. Tyrrell (Part 1)
- Independent Directors, Delaware Law, and Excessive Pleading Standards: London v. Tyrrell (Part 2)
- Inroads into the Chimera of Demand Refusal in Delaware: Louisiana Municipal Police v. Morgan Stanley (Part 2)
- Inroads into the Chimera of Demand Refusal in Delaware: Louisiana Municipal Police v. Morgan Stanley (Part 3)
- Inroads into the Chimera of Demand Refusal in Delaware: Louisiana Municipal Police v. Morgan Stanley (Part 1)
- It’s a Wonderful Lie: Mutual Fund Advocacy for Shareholders’ Rights, part 1
- It’s a Wonderful Lie: Mutual Fund Advocacy for Shareholders’ Rights, part 3
- John Q. Hammons: An Unfair Method of Proving Fairness
- John Q. Hammons: The Unfairness of Proving Fairness
- Justice Stevens and the Loss to Investors/Shareholders
- Karten v. Woltin: Individual Harms Required By Shareholder To Bring A Direct Action
- Kurz v. Holbrook: Shareholder Voting, Omnibus Proxies, and the Role of DTC: Introduction
- Kurz v. Holbrook: Shareholder Voting, Omnibus Proxies, and the Role of DTC: Amending the Articles
- Kurz v. Holbrook: Shareholder Voting, Omnibus Proxies, and the Role of DTC: Invalidating Director Disability Bylaws
- Kurz v. Holbrook: Shareholder Voting, Omnibus Proxies, and the Role of DTC: Invalidating Director Resignation Bylaws
- Kurz v. Holbrook: Shareholder Voting, Omnibus Proxies, and the Role of DTC: The Authority of the Board to Remove Directors
- Kurz v. Holbrook: Shareholder Voting, Omnibus Proxies, and the Role of DTC: The Facts
- Kurz v. Holbrook: Shareholder Voting, Omnibus Proxies, and the Role of DTC: The Problem of Private Ordering
- Kurz v. Holbrook: Shareholder Voting, Omnibus Proxies, and the Role of DTC: The Role of the Omnibus Proxy
- Kurz v. Holbrook: Record Ownership and the SEC
- Kurz v. Holbrook: Shareholder Voting, Omnibus Proxies, and the Role of DTC: The Proper Basis for Invalidating the Bylaw
- Kurz v. Holbrook: Shareholder Voting, Omnibus Proxies, and the Role of DTC: Having It Both Ways
- Kurz v. Holbrook: Shareholder Voting, Omnibus Proxies, and the Role of DTC: The Avoidance of Equity
- Kurz v. Holbrook: Shareholder Voting, Omnibus Proxies, and the Role of DTC: The Goal of Profit Maximization
- Kurz v. Holbrook: Shareholder Voting, Omnibus Proxies, and the Role of DTC: The Problem of NOBOs
- Kurz v. Holbrook: Shareholder Voting, Omnibus Proxies, and the Role of DTC: Third Party Vote Buying
- Kurz v. Holbrook: Shareholder Voting, Omnibus Proxies, and the Role of DTC: Vote Buying and the Separation of Ownership and Voting Rights
- Limiting the Duty of Loyalty: Pfeffer v. Redstone (Introduction)
- Limiting the Duty of Loyalty: Pfeffer v. Redstone (Student Post)
- Limiting the Duty of Loyalty: Pfeffer v. Redstone (Disclosing the Identity of the Special Committee)
- Limiting the Duty of Loyalty: Pfeffer v. Redstone (The Evisceration of the Duty of Loyalty)
- Lyondell Chemical v. Ryan: Yawn
- Majority Voting Requirements and Pyrrhic Victories
- Miscounting Shareholder Votes
- Mutual Funds, Management Support, and Fiduciary Obligations
- Narrowing the Scope of Inspection Rights: Espinoza v. HP (Part 6)
- Narrowing the Scope of Inspection Rights: Espinoza v. HP (Part 4A)
- Non-Access, the SEC, and the Restrictions on Shareholder Rights (Part 1)
- Non-Access, the SEC, and the Restrictions on Shareholder Rights (Part 2)
- Non-Access, the SEC, and the Restrictions on Shareholder Rights (Part 3)
- Non-Access, the SEC, and the Restrictions on Shareholder Rights (Part 4)
- Non-Access, the SEC, and the Restrictions on Shareholder Rights (Part 5)
- Non-Access, the SEC, and the Restrictions on Shareholder Rights: An Arbitrary Exercise of Rulemaking
- Non-Access, the SEC, and the Restrictions on Shareholder Rights: The Hedge Fund Threat
- Non-Inspection Inspection Rights in Delaware: Espinoza v. Hewlett-Packard (Part 3)
- Of Hedge Funds, Unions and Shareholder Access
- Of Pilgrims and Puritans and the Role of Delaware Courts: In re Revlon (Frequent Filers)
- Of Pilgrims and Puritans and the Role of Delaware Courts: In re Revlon (The Courageous Board)
- Of Pilgrims and Puritans and the Role of Delaware Courts: In re Revlon (The Saga Continues)
- Of Pilgrims and Puritans and the Role of Delaware Courts: In re Revlon (Unflattering Characterizations)
- Of Pilgrims and Puritans and the Role of Delaware Courts: In re Revlon
- Of Pilgrims and Puritans and the Role of Delaware Courts: In re Revlon (The Concerns)
- Of Pilgrims and Puritans and the Role of Delaware Courts: In re Revlon (New York v. Delaware)
- Of Pilgrims and Puritans and the Role of Delaware Courts: In re Revlon (The Role of the Courts)
- Overturning Stoneridge and the Symbolic Passing of an Era
- Paul Atkins and Precatory Shareholder Proposals
- Paulson's Role in Selecting the Reference Portfolio
- People of the State of New York v. Bank of America Corp, Kenneth Lewis, & Joseph Price – Examining the Martin Act & Securities Enforcement in New York State (Part III)
- Precatory Proposals and Management's Response: The Case of "Say on Pay"
- Prolix v. Brobdingnagian: A suggestion for the Delaware courts
- Proposed Amendments to the Delaware General Corporation Law and the Resulting Reduction in Shareholder Rights
- Proposed Amendments to the Delaware General Corporation Law and the Resulting Reduction in Shareholder Rights
- Proxy Access and Continued Efforts at Circumvention
- Proxy Contests and Access
- Proxy Contests, Shareholder Access and "Special Interest Directors"
- Public Pension Plans, Labor Unions, and the Benefits of Shareholder Activism
- Public Pension Plans, Labor Unions, and the Benefits of Shareholder Activism (Continued)
- Reinforcing Corporate Bylaws through Shareholder Fiduciary Duties: Le v. Pham
- Reis v. Hazelett Strip-Casting: Mistaken Analysis or Freudian Slip?
- Restoring American Financial Stability Act of 2009: Shareholder Access and the Consequences of Vituperative Opposition
- Robotti & Co. LLC v. Liddell: Shareholder Dilution and the Duty of Loyalty
- SEC v. Goldman Sachs & Co: The Facts
- SEC v. Goldman: A Divided Commission and an Unfortunate Leak
- SEC v. Goldman: The Failure of the Market and the Need for Substantive Reform
- SEC v. Goldman: The Failure of the Market and the Need for Substantive Reform
- SEC v. Goldman: The Failure of the Market and the Need for Substantive Reform (The Materiality Issue)
- SEC v. Goldman: The Failure of the Market and the Need for Substantive Reform (The Rogue Trader Defense?)
- SEC v. Goldman: The Failure of the Market and the Need for Substantive Reform (The Role of Paulson & Co)
- San Antonio Fire & Police v. Amylin: Delaware and the Ostrich Approach to Governance (Reading Every Page of Every Agreement)
- Say on Pay and SEC Rulemaking (Mandatory Proxy Solicitations)
- Selectica v. Versata: 5% Poison Pills
- Selectica, the Delaware Supreme Court, and the Effort to Limit Access
- Selectica, the Delaware Supreme Court, and the Effort to Limit Access (Absolutely Not Absolute)
- Selectica, the Delaware Supreme Court, and the Effort to Limit Access (Introduction)
- Selectica, the Delaware Supreme Court, and the Effort to Limit Access (The Impact of the Staggered Board)
- Selectica, the Delaware Supreme Court, and the Effort to Limit Access (The Impact on Access)
- Selectica, the Delaware Supreme Court, and the Effort to Limit Access (The Import of the Poison Pill)
- Selectica, the Delaware Supreme Court, and the Effort to Limit Access (The Impossibility Standard)
- Separating Chairman and CEO: The Shareholders of BofA Have Spoken
- Separation of Chairman and CEO: The Case of BofA
- Shareholder Access Redux (Part 1)
- Shareholder Access Redux (Part 2)
- Shareholder Access Redux (Part 3)
- Shareholder Access Redux (Part 4)
- Shareholder Access Redux (Part 5)
- Shareholder Access Redux (Part 7)
- Shareholder Access Redux (part 6)
- Shareholder Access and Bank of America
- Shareholder Access and Comments: Opponents of Access (Part 3)
- Shareholder Access and Shareholder Value: The Benefit of Dissident Directors on the Board (Part 1)
- Shareholder Access and Shareholder Value: The Benefit of Dissident Directors on the Board (Part 2)
- Shareholder Access and the "Law of the Jungle" (Part 3)
- Shareholder Access and the "Law of the Jungle" (Part 1)
- Shareholder Access and the "Law of the Jungle" (Part 2)
- Shareholder Access and the Charade of Majority Voting Provisions
- Shareholder Access and the Comments (Part 1)
- Shareholder Access and the Comments (Part 2)
- Shareholder Access and the Commission: Congressman Frank Speaks
- Shareholder Access and the House Committee on Financial Services
- Shareholder Access and the SEC
- Shareholder Access and the Uneconomic Economic Analysis: Business Roundtable v. SEC (Part 1)
- Shareholder Access and the Uneconomic Economic Analysis: Business Roundtable v. SEC (Part 10)
- Shareholder Access and the Uneconomic Economic Analysis: Business Roundtable v. SEC (Part 11)
- Shareholder Access and the Uneconomic Economic Analysis: Business Roundtable v. SEC (Part 2)
- Shareholder Access and the Uneconomic Economic Analysis: Business Roundtable v. SEC (Part 3)
- Shareholder Access and the Uneconomic Economic Analysis: Business Roundtable v. SEC (Part 4)
- Shareholder Access and the Uneconomic Economic Analysis: Business Roundtable v. SEC (Part 5)
- Shareholder Access and the Uneconomic Economic Analysis: Business Roundtable v. SEC (Part 6)
- Shareholder Access and the Uneconomic Economic Analysis: Business Roundtable v. SEC (Part 7)
- Shareholder Access and the Uneconomic Economic Analysis: Business Roundtable v. SEC (Part 8)
- Shareholder Access and the Uneconomic Economic Analysis: Business Roundtable v. SEC (Part 9)
- Shareholder Access, The SEC, and Corporate Governance: An Introduction (Part 1)
- Shareholder Access, the SEC and Corporate Governance: Electronic Shareholder Forums (Part 3)
- Shareholder Access, the SEC and Corporate Governance: The 5% Threshold (Part 2 1/2)
- Shareholder Access, the SEC and Corporate Governance: The 5% Threshold (Part 2)
- Shareholder Access, the SEC and Corporate Governance: The Bottom LIne (Part 8)
- Shareholder Access, the SEC and Corporate Governance: The Odd Case of Precatory Proposals (Part 7)
- Shareholder Access, the SEC and Corporate Governance: The Problem of Imprecise Language (Part 6)
- Shareholder Access, the SEC and TheRacetotheBottom
- Shareholder Access, the SEC, and Corporate Governance: The Problem of Motivations (Part 5)
- Shareholder Access, the SEC, and Corporate Governance: The Problem of Selective Disclosure (Part 4)
- Shareholder Access: The High Cost of Proxy Solicitations
- Shareholder Activists, Exxon and Global Warming
- Shareholder Advisory Services and Congressional Pressure
- Shareholder Communications Coalition
- Shareholder Communications and the Problem of Beneficial Ownership (Part 2)
- Shareholder Communications and the Problem of Street Name Ownership (Part 1)
- Shareholder Communications and the Problem of Street Name Ownership (Part 3)
- Shareholder Communications and the Problem of Street Name Ownership (Part 4)
- Shareholder Communications and the Problem of Street Name Ownership (Part 5)
- Shareholder Communications and the Problem of Street Name Ownership (Part 6)
- Shareholder Communications and the Problem of Street Name Ownership (Part 7)
- Shareholder Non-Access, Corporate Governance and the SEC: Federal Preemption of a State Law Right (Part 4)
- Shareholder Non-Access, Corporate Governance and the SEC: Promises, Promises (Part 5)
- Shareholder Non-Access, Corporate Governance and the SEC: The Experience with Access (Part 3)
- Shareholder Non-Access, Corporate Governance and the SEC: The Experience with Access and the Case of Cryo-Cell (Part 3 1/2)
- Shareholder Non-Access, Corporate Governance and the SEC: The Limited Impact of Access (Part 7)
- Shareholder Non-Access, Corporate Governance and the SEC: The Rule of Unintended Consequences (Part 6)
- Shareholder Non-Access, Corporate Governance and the SEC: The Statistics (Part 2)
- Shareholder Non-Access, Corporate Governance and the SEC: Leaving in Place Inadequate Disclosure (Part 8)
- Shareholder Non-Access, Corporate Governance and the SEC: The Bottom Line (Part 9)
- Shareholder Non-Access, Corporate Governance and the SEC: The Experience with Access and the Case of Apria Healthcare (Part 3 3/4)
- Shareholder Non-Access, Corporate Governance and the SEC: The Race to the Bottom Comments
- Shareholder Non-Access, Corporate Governance, and the SEC (Part 1)
- Shareholder Participation in Governance and Precatory Proposals
- Shareholder Proposals and Corporate Resistance: Apache v. Chevedden (The Courts not the Commission)
- Shareholder Proposals and the North Dakota Public Corporations Act
- Shareholder Proposals and the North Dakota Publicly Traded Corporations Act
- Shareholder Protection Act of 2011: Preemption, Prevention and Protection (Altering the Standards for Fiduciary Duties of the Board)
- Shareholder Protection Act of 2011: Preemption, Prevention and Protection (Approval by Shareholders)
- Shareholder Protection Act of 2011: Preemption, Prevention and Protection (Approval by the Board)
- Shareholder Protection Act of 2011: Preemption, Prevention and Protection (The Consequences of the Legislation)
- Shareholder Protection Act of 2011: Preemption, Prevention and Protection (What Citizens United May Have Wrought)
- Shareholder Rights Act of 2009
- Shareholders, Majority Voting, and the Continued Need for Access
- Standard Investment Chartered v. FINRA: A Defeated Challenge to Absolute Immunity
- State Law and the Myth of Private Ordering: Mandating Staggered Boards (Part 1)
- State Law and the Myth of Private Ordering: Mandating Staggered Boards (Part 2)
- State Law and the Myth of Private Ordering: Mandating Staggered Boards (Part 3)
- State Law, Staggered Boards, and Reducing the Role of Shareholders (Part 1)
- State Law, Staggered Boards, and Reducing the Role of Shareholders (Part 2: The Indiana Variation)
- State Law, Staggered Boards, and Reducing the Role of Shareholders (Part 3: The Oklahoma Variation)
- State Law, Staggered Boards, and Reducing the Role of Shareholders (Part 4: Where Is Delaware?)
- State Law, Staggered Boards, and Reducing the Role of Shareholders (Part 5: Where Is the SEC)
- Staying Access
- Take-Two Interactive and the Battle for the Board
- The Accounting Industry and the Specter of Catastrophic Risk (Part 2)
- The Accounting Industry and the Specter of Catastrophic Risk (Part 3)
- The Accounting Industry and the Specter of Catatrophic Risk (Part 1)
- The Arrival of Access
- The Arrival of Say on Pay (Part 1)
- The Arrival of Say on Pay (Part 2)
- The Arrival of Say on Pay: Occidental & Motorola (Part 3)
- The Auto Manufacturers and the Failure of the Market for Corporate Control
- The Chamber of Commerce and Excessive Litigation: Be Careful What You Wish For (Part 4)
- The Chamber of Commerce and Excessive Litigation: Be Careful What You Wish For (Part 3)
- The Commission and Access: Places Where the Lack of Unanimity on the Commission Strengthened Access
- The Commission and Access: Shout Out to Some of Those Responsible for Access
- The Commission and Access: The Interrelationship with Delaware Law
- The Commission and Access: The Three Year Holding Period
- The Commisson and Access: Preempting State Law
- The DC Circuit and Delaying the Inevitable
- The Director Compensation Project, Part II
- The Director Compensation Project- Valero Energy
- The Director Compensation Project: Berkshire Hathaway
- The Director Compensation Project: CVS Caremark Corporation
- The Director Compensation Project: ConocoPhillips
- The Economist and Lynn Stout: A Condescending Argument on Access
- The Failure of Private Ordering and the Need for Shareholder Access
- The Financial Crisis, Reform, and the SEC: The Need For Access
- The Flawed System for the Election and Nomination of Directors (The SEC Disclosure Regime)
- The Flawed System for the Election and Nomination of Directors (The Weakness in Plurality Voting)
- The Goldman Poll:
- The Government Bailout of AIG and Sovereign Wealth Funds
- The Implications of Say on Pay (Part 1)
- The Implications of Say on Pay: Relations with Shareholders (Part 2)
- The Implications of Say on Pay: The Next Generation Statutes (Part 4)
- The Implications of Say on Pay: The Solution (Part 5)
- The Myth of Majority Vote Provisions
- The Myth of an Independent System for Nominating Directors (and Another Reason Why Shareholder Access Is Necessary) (Part 1)
- The Myth of an Independent System for Nominating Directors (and Another Reason Why Shareholder Access Is Necessary) (Part 2)
- The Myth of an Independent System for Nominating Directors (and Another Reason Why Shareholder Access Is Necessary) (Part 3)
- The Myth of an Independent System for Nominating Directors (and Another Reason Why Shareholder Access Is Necessary) (Part 4)
- The Myth of an Independent System for Nominating Directors (and Another Reason Why Shareholder Access Is Necessary) (Part 5)
- The Myth of an Independent System for Nominating Directors (and Another Reason Why Shareholder Access Is Necessary) (Part 6)
- The Need for Reform of the Director Nomination Process
- The Non-Inspection Inspection Rights in Delaware: Espinoza v. HP (Part 1)
- The Non-Inspection Inspection Rights in Delaware: Espinoza v. Hewlett-Packard (Part 2)
- The North Dakota Publicly Trade Corporations Act: A Race to the Top?
- The North Dakota Publicly Traded Corporations Act and "Say on Pay"
- The North Dakota Publicly Traded Corporations Act and Poison Pills
- The North Dakota Publicly Traded Corporations Act and Reducing the CEO's Control of the Board
- The North Dakota Publicly Traded Corporations Act and the Delaware Advantage
- The North Dakota Publicly Traded Corporations Act, Shareholder Proposals and the Securities and Exchange Commission
- The Politics of the DC Circuit: Business Roundtable v. SEC
- The Problem of Blank Votes
- The Promise of Access
- The Race to the Bottom and Shareholder Accessibility to Information: Norfolk County Retirement v. Jos. A Bank Clothier (Part 1)
- The Race to the Bottom and the North Dakota Publicly Traded Corporations Act
- The SEC and Shareholder Rights: Electing Directors and the Proposed Amendments to the Proxy Rules
- The SEC's Access Proposal: Some Observations
- The SEC's Access Proposal: Some Observations (The Myth of Private Ordering)
- The SEC's Access Proposal: Some Observations (The Relationship to State Law)
- The SEC's Access Proposal: Some Observations (The Confusion of a Control Motive)
- The SEC's Access Proposal: Some Observations (The Impact on Board Nomination of Insurgent Directors)
- The SEC, Corporate Governance, and Shareholder Access to the Proxy Statement
- The SEC, the Election of Directors, and a Proposal to Reduce the Rights of Shareholders
- The Securities Litigation Uniform Standards Act: The Sixth and Ninth Circuits Adopt a Broad Reading
- The Shareholder Bill of Rights of 2009
- The Shareholder Communication Rules and A Lonely Piece of Scholarship
- The Takeover of Take-Two: The Consequences of Being Unprepared
- The Takeover of Take-Two: The Contested Election
- The Takeover of Take-Two: Corporate Governance Issues
- The Takeover of Take-Two: The Company and Its Problems
- The Takeover of Take-Two: The Problem of the Proxy Rules
- TheRacetotheBottom Comments on the SEC's Access Proposal
- Union Leverage and Access: An Assertion in Search of Proof (Part 1)
- Union Leverage and Access: An Assertion in Search of Proof (part 2)
- Union Leverage and Access: An Assertion in Search of Proof (part 3)
- VC Strine and Access
- Verizon, the Commission, and Rule 14a-8
- Wachtell, Lipton and the Opening Salvo Against the Shareholder Bill of Rights (Introduction)
- Wachtell, Lipton and the Opening Salvo Against the Shareholder Bill of Rights (Short Termism)
- Wachtell, Lipton and the Opening Salvo Against the Shareholder Bill of Rights (The Criticisms)
- Wachtell, Lipton, Shareholder Access, and Diatribes in Place of Analysis
- Yucaipa American Alliance Fund II, LP v. Riggio: The Growing Use of Poison Pills to Preclude a Proxy Contest (Corporate Law Junkies and Law School Nerds)
- Yucaipa American Alliance Fund II, LP v. Riggio: The Growing Use of Poison Pills to Preclude a Proxy Contest (Introduction)
- Yucaipa American Alliance Fund II, LP v. Riggio: The Growing Use of Poison Pills to Preclude a Proxy Contest (Regulatory Disagreement Over the Definition of Director Independence)
- Yucaipa American Alliance Fund II, LP v. Riggio: The Growing Use of Poison Pills to Preclude a Proxy Contest (Interested Involvement in the "Disinterested" Decision)
- Yucaipa American Alliance Fund II, LP v. Riggio: The Growing Use of Poison Pills to Preclude a Proxy Contest (Overview of the Facts and Law)
- Yucaipa American Alliance Fund II, LP v. Riggio: The Growing Use of Poison Pills to Preclude a Proxy Contest (Sections 112 and 113 of the Delaware General Corporation Law)
- Yucaipa American Alliance Fund II, LP v. Riggio: The Growing Use of Poison Pills to Preclude a Proxy Contest (The Disproportionate Proportionality Analysis)
- Yucaipa American Alliance Fund II, LP v. Riggio: The Growing Use of Poison Pills to Preclude a Proxy Contest (The Impact on Access)
- Yucaipa American Alliance Fund II, LP v. Riggio: The Growing Use of Poison Pills to Preclude a Proxy Contest (The Non-Threat Threat)
- Yucaipa American Alliance Fund II, LP v. Riggio: The Growing Use of Poison Pills to Preclude a Proxy Contest (The Role of the Investment Advisory Firm)
- Yucaipa American Alliance Fund II, LP v. Riggio: The Growing Use of Poison Pills to Preclude a Proxy Contest (Tilting the Playing Field)
- Yucaipa American Alliance Fund II, LP v. Riggio: The Growing Use of Poison Pills to Preclude a Proxy Contest (Uncertain Factual Conclusions)
- Yucaipa and Barnes & Noble: The Facts on the Ground
- eBay vs. Craigslist: Battle to Control the Interest of a Minority Shareholder? (Part 1)
- eBay vs. Craigslist: Battle to Control the Interest of a Minority Shareholder? (Part 2)
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