Corporate Governance: Law, Theory and Policy

Abstract:     
This anthology of recent scholarship on corporate governance explores the application of legal doctrine and theory to topical policy issues such as corporate social responsibility, executive compensation, corporate criminality, federalism, and ethical rules for corporate lawyers. It contains materials on current developments, including the collapse of Enron and the Sarbanes-Oxley Act, and introduces debates on matters of corporate orthodoxy, such as shareholders' ownership of the corporation, the value of director independence, and management's focus on maximizing share price.

The book is organized around policy issues rather than the doctrinal areas of the basic law school course. It presents diverse views on each issue through various approaches to analyzing corporate law and incorporating doctrine, law and economics, empirical work; history; and organizational behavior. The book is designed for use as the primary text in a course or seminar in corporate governance, but could also serve as supplemental reading in the basic law school corporations course. It includes questions for classroom discussion or self-directed study. The edited selections are generally longer than in a standard law anthology in order to provide a deeper treatment of the issues.

Accepted Paper Series