- Fall 2016: Corporations
- Spring 2017: Securities Regulation, Corporate Governance and Risk
Associate Professor of Law
Boston College Law School
885 Centre Street
Newton Center, MA 02459
East Wing 412
The Irrational Actor in the CEO Suite: Implications for Corporate Governance Delaware Journal of Corporate Law (2017)
This Article challenges corporate governance theorists’ standard assumptions regarding the rationality of business leaders. It reviews scholarly research that documents the presence of irrational actors among senior corporate managers and considers the impact these executives ...
Unfit for Duty: The Officer and Director Bar as a Remedy for Fraud University of Cincinnati Law Review (2014)
Many commentators have questioned the efficacy of the SEC’s enforcement program in the aftermath of the 2008 financial crisis. Some criticize the agency for allowing corporate defendants to settle charges without admitting or denying liability. ...
Toward a Public Enforcement Model for Directors' Duty of Oversight Vanderbilt Journal of Transnational Law (2012)
This Article proposes a public enforcement model for the fiduciary duties of corporate directors. Under the dominant model of corporate governance, the principal function of the board of directors is to oversee the conduct of ...
The Role of Good Faith in Delaware: How Open-Ended Standards Help Delaware Preserve Its Edge New York Law School Law Review (2011)
This Article traces the development of the good faith doctrine in Delaware and links shifts in the doctrine to events occurring in the national economy and in Washington. It shows that in 2003 Delaware judges ...
Will the SEC Survive Financial Regulatory Reform? University of Pittsburgh Law Review (2010)
The Securities and Exchange Commission’s (“SEC”) conspicuous failures during the financial crisis of 2008 have led many to question the agency’s relevance in the modern financial era. Some commentators have called for the creation of ...
Legitimacy and Corporate Law: The Case for Regulatory Redundancy Washington University Law Review (2009)
This article provides a democratic assessment of the corporate law making structure in the United States. It draws upon the basic democratic principle that those affected by legal rules should have a voice in determining ...
Law, Norms, and the Breakdown of the Board Iowa Law Review (2006)
This Article considers the dominant claim in corporate law literature that extra-legal mechanisms such as markets and social norms provide adequate safeguards against corporate mismanagement and opportunism. After noting recognized deficiencies in the arguments from ...
Dynamic Federalism: Competition, Cooperation and Securities Enforcement Connecticut Insurance Law Journal (2005)
The concept of competition between the federal government and the states was central to the framers’ vision of our constitutional structure. In the framers’ view, federal-state regulatory competition ensured an alternative regime to citizens dissatisfied ...
Contributions to Books (1)
Corporate Governance and Accountability Corporate Governance - Synthesis of Theory, Research, and Practice (2010)
This book chapter on Corporate Governance and Accountability is a contribution to the book CORPORATE GOVERNANCE - SYNTHESIS OF THEORY, RESEARCH, AND PRACTICE (Wiley, forthcoming 2010), edited by Ronald Anderson and H. Kent Baker. This ...