corporate governance – Cornell Law Review

Tag: corporate governance

Article

The Illusory Promise of Stakeholder Governance

Lucian A. Bebchuk, James Barr Ames Professor of Law, Economics, and Finance, and Director of the Program on Corporate Governance, Harvard Law School

Roberto Tallarita, Terence M. Considine Senior Fellow in Law and Economics, and Associate Director of the Program on Corporate Governance, Harvard Law School

To address growing concerns about the negative effects of corporations on their stakeholders, supporters of stakeholder governance (“stakeholderism”) advocate a governance model that encourages and relies on corporate leaders to serve the interests of stakeholders and not only those of shareholders. We conduct a conceptual, economic, and empirical analysis of stakeholderism and its expected consequences. Stakeholderism, we conclude, is an inadequate and substantially counterproductive approach to addressing stakeholder concerns.

Dec 2020

Cornell Law Review, Issue 4

Cornell Law Review is proud to announce Vol. 105, Issue 4, with Articles and Essays exploring Tort as Private Administration; Justice Scalia’s Campaign Against Legislative History; Corporate Privacy; Product Liability Law; and Student Notes that explore the Racial Gap in Financial Services and a Crime-Fraud Exception to Executive Privilege. Thank you to our amazing authors for their outstanding collaboration and patience with us during the COVID-19 pandemic.

Aug 2020

Article

Corporate Law and the Myth of Efficient Market Control

William W. Bratton, Nicholas F. Gallicchio Professor of Law, University of Pennsylvania Law School

Simone M. Sepe, Professor of Law and Finance, James E. Rogers College of Law, University of Arizona; Université Toulouse 1 Capitole; and Toulouse School of Economics

In recent times, there has been an unprecedented shift in power from managers to shareholders, a shift that realizes the long-held theoretical aspiration of market control of the corporation. This Article subjects the market control paradigm to comprehensive economic examination and finds it wanting. The market control paradigm relies on a narrow economic model that…

Mar 2020

Volume 106

Unequal Representation: Women in Clinical Research
Allison M. Whelan

Associate, Covington & Burling LLP, Washington D.C.; J.D., University of Minnesota Law School; M.A. Bioethics, University of Minnesota. Special thanks to Professor Michele Goodwin and the editors of the Cornell Law Review. The views expressed in this article are the author’s and do not represent those of any past, current, or future employer.
Apr 2021
Copyright Silencing

Cathay Y. N. Smith, Associate Professor of Law, University of Montana Blewett School of Law. Thanks to Aman Gebru, Jennifer Sturiale, Jacob Victor, Xiyin Tang, for comments and Nicholson Price and Alex Roberts for organizing the 2020 virtual JIPSA summer workshop. Thanks also to Orly Lobel and her students at University of San Diego School of Law for inviting me to talk about this Essay and Tiger King. Finally, thank you to the diligent law review editors at Cornell Law Review.

Jan 2021
The Electors Clause and the Governor’s Veto
Nathaniel F. Rubin. J.D., Stanford Law School, 2018. My thanks go to Lisa Larrimore Ouellette, Allison Douglis, Fares Akremi, and Adam Hersh—without whose feedback and guidance this Essay would not have been possible. My thanks too to the editors of the Cornell Law Review for their excellent work under trying conditions—including Victor Flores, Nicholas Pulakos, Lachanda Reid, Gabriela Markolovic, and Jared Quigley. All errors are my own.
Jan 2021
Book Review—Yearning to Breathe Free: Migration Related Confinement in America
Danielle C. Jefferis. Assistant Professor, California Western School of Law. I owe deep gratitude to Professor César Cuauhtémoc García Hernández. His research and scholarship are significant contributions to this field and have pushed me to think critically about my own work. He and I, along with Carrie Rosenbaum and Jennifer Chacón, were in conversation about this book during an Author Meets Reader session at the Law and Society’s 2020 Annual Meeting, and our dialogue refined this piece. I also thank the editors of Cornell Law Review, including Gabriela Markolovic, Nicholas Pulakos, and Victor Flores, who have diligently and skillfully prepared this piece for publication during especially unsettled times. Any and all errors are mine.
Oct 2020
Ford’s Hidden Fairness Defect

Linda Sandstrom Simard, Professor of Law, Suffolk University Law School.

Cassandra Burke Robertson, John Deaver Drinko—BakerHostetler Professor of Law and Director of the Center for Professional Ethics, Case Western Reserve University School of Law.

Charles W. “Rocky” Rhodes, Professor of Law, South Texas College of Law Houston.

Oct 2020
New York Bail Reform: A Quick Guide to Common Questions and Concerns
Emmanuel Hiram Arnaud, law clerk at the United States Court of Appeals for the First Circuit and former appellate public defender in New York City.

Beulah Sims-Agbabiaka, law clerk at the Eastern District of Pennsylvania and former appellate public defender in New York City.
Oct 2020

Tag: corporate governance

The Illusory Promise of Stakeholder Governance

Cornell Law Review, Issue 4

Corporate Law and the Myth of Efficient Market Control

William W. Bratton, Nicholas F. Gallicchio Professor of Law, University of Pennsylvania Law School Simone M. Sepe, Professor of Law and Finance, James E. Rogers College of Law, University of Arizona; Université Toulouse 1 Capitole; and Toulouse School of Economics

William W. Bratton, Nicholas F. Gallicchio Professor of Law, University of Pennsylvania Law School

Simone M. Sepe, Professor of Law and Finance, James E. Rogers College of Law, University of Arizona; Université Toulouse 1 Capitole; and Toulouse School of Economics