- Fall 2017: Constitutional Law II
- Spring 2018: Constitutional Law, Supreme Court Experience
Professor of Law and
Law Fund Research Scholar
Boston College Law School
885 Centre Street
Newton Center, MA 02459
Law School M539
Corporate Law (42)
A Skeptic's View of Benefit Corporations Emory Corporate Governance and Accountability Review (2015)
Over the last few years there has been a shift in the core ideas of business with respect to corporate responsibility. A new type of business classification called benefit corporations is gaining popularity in the ...
Sticking the Landing: Making the Most of the “Stakeholder Moment” European Business Law Review (2014)
This paper illustrates that the shareholder primacy model is still the prevailing model especially as the proponents of the stakeholder model have not come up with a theoretically sound alternative. It is argued that all ...
Are Shareholders Owners? Absolutely. And Absolutely Not Journal of Governance Directions (2014)
Shareholder ownership is in reality ‘shareholder primacy,’ or ‘shareholder supremacy.’ An excessive focus on shareholder interests encourages managerial decisions that are overly risky from society’s perspective. Including broader stakeholder concerns at the senior level of ...
Amended Brief of Professor Nancy Gertner and Professor Kent Greenfield as Amici Curiae in Support of Plaintiff, Louisiana Municipal Police Employees' Retirement System v. The Hershey Company, C.A. No. 7996-ML (2014)
Amicus brief filed by Nancy Gertner and Kent Greenfield in the case of Louisiana Municipal Police Employees' Retirement System v. The Hershey Company, C.A. No. 7996-ML.
Law, Politics, and the Erosion of Legitimacy in the Delaware Courts New York Law School Law Review (2011)
One of the putative benefits of incorporation in Delaware is the expertise and knowledge of the Delaware courts. Professor Jonathan Macey says that Delaware “offers current and prospective charterers . . . a judiciary with ...
Unconscionability and Consent in Corporate Law (A Comment on Cunningham) Iowa Law Review Bulletin (2011)
Lawrence Cunningham has written an insightful and persuasive article calling on courts to apply the contract-law doctrine of unconscionability in evaluating executive compensation. According to Cunningham, this additional doctrinal tool will allow courts to engage ...
The Origins and Costs of Short-Term Management Paper Series on Restoring the Primacy of the Real Economy, Allen White, editor (2009)
Why is a fixation on the short term a problem for American businesses? One might hasten to answer that management is compensated for short-term successes. Another answer might be that some investors—particularly professional investors—value only ...
Corporate Law and the Rhetoric of Choice Law & Economics: Toward Social Justice (Research in Law and Economics, Volume 24). (2009)
Rhetorically, the notion of choice has always been a powerful one in politics and law. This essay is intended to offer a note of caution about its use. Despite its progressive hue of individual freedom, ...
The Impact of "Going Private" on Corporate Stakeholders Brooklyn Journal of Corporate, Financial & Commercial Law (2008)
As capital markets in the United States increasingly "go private," it is unclear how the privatization of corporate finance will affect non-shareholder stakeholders of firms, most centrally employees, communities, and the environment. Some scholars and ...
Reclaiming Corporate Law in a New Gilded Age Harvard Law & Policy Review (2008)
Corporate law matters. Traditionally seen as the narrow study of the relationship between managers and shareholders, corporate law has frequently been relegated to the margins of legal discussion and political debate. The marginalization of corporate ...
Defending Stakeholder Governance Case Western Reserve Law Review (2008)
Corporations are collective enterprises, drawing on investments from various stakeholders who contribute to the firm's success. For a business to succeed over time, it must induce people and institutions to invest money, whether in the ...
Should Corporations Have First Amendment Rights? Seattle University Law Review (2007)
As Professor Winkler correctly stated, current doctrine emphasizes the rights of listeners rather than the identity of corporate speakers. My argument is, in effect, that this emphasis misses the key point. But I will not ...