Lyman Johnson

Washington and Lee University - School of Law

Robert O. Bentley Professor of Law

Lexington, VA 24450

United States

University of St. Thomas, St. Paul/Minneapolis, MN - School of Law

MSL 400, 1000 La Salle Avenue

Minneapolis, MN Minnesota 55403-2005

United States

SCHOLARLY PAPERS

43

DOWNLOADS
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11,446

CITATIONS
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Top 18,677

in Total Papers Citations

17

Scholarly Papers (43)

1.

The Sarbanes-Oxley Act and Fiduciary Duties

William Mitchell Law Review, Vol. 30, No. 4, 2004
Number of pages: 66 Posted: 15 Apr 2004
Lyman Johnson and Mark A. Sides
Washington and Lee University - School of Law and Faegre & Benson, LLP
Downloads 1,028 (13,681)
Citation 1

Abstract:

Sarbanes-Oxley, fiduciary duties

2.

Corporate Officers and the Business Judgment Rule

Business Lawyer, Vol. 60, February 2005
Number of pages: 33 Posted: 29 Apr 2005
Lyman Johnson
Washington and Lee University - School of Law
Downloads 892 (16,971)

Abstract:

3.

Recalling Why Corporate Officers are Fiduciaries

William & Mary Law Review, Vol. 46, 2005
Number of pages: 60 Posted: 23 Jun 2004
Lyman Johnson and David Millon
Washington and Lee University - School of Law and Washington and Lee University - School of Law
Downloads 850 (20,023)
Citation 4

Abstract:

4.

Unsettledness in Delaware Corporate Law: Business Judgment Rule, Corporate Purpose

Delaware Journal of Corporate Law (DJCL), Vol. 38, No. 2, 2013
Number of pages: 47 Posted: 26 Nov 2013
Lyman Johnson
Washington and Lee University - School of Law
Downloads 654 (30,763)

Abstract:

Delaware, Journal, Corporate, Law, Business Judgment Rule

5.

Having the Fiduciary Duty Talk: Model Advice for Corporate Officers (and Other Senior Agents)

University of Maryland, Business Lawyer, Vol. 63, November 2007, Washington & Lee Legal Studies Paper No. 2008-26
Number of pages: 17 Posted: 31 Jan 2008
Lyman Johnson
Washington and Lee University - School of Law
Downloads 492 (42,152)

Abstract:

6.

(Not) Advising Corporate Officers About Fiduciary Duties

Wake Forest Law Review, Vol. 42, 2007, Washington & Lee Legal Studies Paper No. 2007-13
Number of pages: 42 Posted: 17 Apr 2007
Lyman Johnson and Rob Ricca
Washington and Lee University - School of Law and Glu Mobile Inc.
Downloads 364 (62,523)

Abstract:

7.

After Enron: Remembering Loyalty Discourse in Corporate Law

Delaware Journal of Corporate Law, Vol. 28, No. 1, pp. 27-73, 2003
Number of pages: 50 Posted: 14 Apr 2004
Lyman Johnson
Washington and Lee University - School of Law
Downloads 362 (57,901)
Citation 2

Abstract:

8.

Are Corporate Officers Advised About Fiduciary Duties?

The Business Lawyer, Vol. 64, August 2009, Washington & Lee Legal Studies Paper No. 2009-06, U of St. Thomas Legal Studies Research Paper No. 09-18
Number of pages: 25 Posted: 19 Jun 2009
Lyman Johnson and Dennis Garvis
Washington and Lee University - School of Law and Washington and Lee University - Williams School of Commerce, Economics, and Politics
Downloads 319 (70,873)

Abstract:

corporate counsel, fiduciary duties, personal liability, advising officers

9.

Corporate Law after Hobby Lobby

THE BUSINESS LAWYER, Vol 70 - November 2014 Forthcoming, Washington & Lee Legal Studies Paper No. 2014-19
Number of pages: 33 Posted: 10 Oct 2014 Last Revised: 30 Jan 2015
Lyman Johnson and David Millon
Washington and Lee University - School of Law and Washington and Lee University - School of Law
Downloads 310 (46,596)

Abstract:

Corporate purpose, Corporate personhood, Shareholder wealth maximization, Shareholder primacy, Corporate social responsibility

10.

The Dwindling of Revlon

Washington and Lee Law Review, 2014, Forthcoming, U of St. Thomas (Minnesota) Legal Studies Research Paper No. 14-06, Washington & Lee Legal Studies Paper No. 2014-10
Number of pages: 61 Posted: 16 Jan 2014 Last Revised: 05 Mar 2014
Lyman Johnson and Rob Ricca
Washington and Lee University - School of Law and Glu Mobile Inc.
Downloads 306 (68,280)

Abstract:

Revlon doctrine, mergers & acquisitions, M&A, shareholders' litigation, director's liability

11.

Law and the History of Corporate Responsibility: Corporate Governance

10 University of St. Thomas Law Journal 974 (2014), U of St. Thomas (Minnesota) Legal Studies Research Paper No. 14-21, Washington & Lee Legal Studies Paper
Number of pages: 17 Posted: 23 Jul 2014
Lyman Johnson
Washington and Lee University - School of Law
Downloads 304 (56,524)

Abstract:

corporations, corporate responsibility, history of corporations, business history, legal history, corporate governance

12.

Law and Legal Theory in the History of Corporate Responsibility: Corporate Personhood

35 Seattle University Law Review 1521 (2012), U of St. Thomas Legal Studies Research Paper No. 12-19
Number of pages: 30 Posted: 30 May 2012
Lyman Johnson
Washington and Lee University - School of Law
Downloads 269 (57,569)

Abstract:

corporations, corporate law, corporate personhood, citizens united, corporate responsibility

13.

Reforming the Third Year of Law School

Reforming Legal Education, D. Moss & D. Curtis, eds., 2012, U of St. Thomas Legal Studies Research Paper No. 12-24, Washington & Lee Legal Studies Paper
Number of pages: 29 Posted: 02 Sep 2012
Lyman Johnson, Robert T. Danforth and David Millon
Washington and Lee University - School of Law, Washington and Lee University - School of Law and Washington and Lee University - School of Law
Downloads 265 (87,297)

Abstract:

legal education, law school, law school curriculum, transition to practice, professional identity, admission to the bar

14.

Innovative Transactional Pedagogies

Transactions: The Tennessee Journal of Business Law, Vol. 12, p. 243, 2011, University of Tennessee Legal Studies Research Paper No. 148
Number of pages: 32 Posted: 10 May 2011 Last Revised: 17 Dec 2012
University of Tennessee College of Law, Washington and Lee University - School of Law and Proskauer Rose LLP
Downloads 254 (83,945)

Abstract:

legal education, law, teaching, skill, pedagogy, corporate finance, contract drafting, numeracy, in-office meetings, analytical memos

15.

Delaware’s Non-Waivable Duties

Boston University Law Review, Vol. 91, p. 701, 2011, U of St. Thomas Legal Studies Research Paper No. 10-23, Washington & Lee Legal Studies Paper No. 2010-14
Number of pages: 25 Posted: 02 Oct 2010 Last Revised: 25 Apr 2011
Lyman Johnson
Washington and Lee University - School of Law
Downloads 223 (100,347)
Citation 1

Abstract:

LLC's, Delaware Corporation Law, corporate law, corporation law, corporate law and finance, business entity formation

16.

The Audit Committee's Ethical and Legal Responsibilites: The State Law Perspective

South Texas Law Review, Vol. 47, No. 1, Fall 2005, Washington & Lee Legal Studies Paper No. 2005-16
Number of pages: 26 Posted: 21 Oct 2005
Lyman Johnson
Washington and Lee University - School of Law
Downloads 219 (104,742)

Abstract:

17.

A Fresh Look at Director 'Independence': Mutual Fund Fee Litigation and Gartenberg at 25

Washington & Lee Legal Studies Paper No. 2007-18, Vanderbilt Law Review, Vol. 61, 2008, U of St. Thomas Legal Studies Research Paper No. 1017310
Number of pages: 47 Posted: 27 Sep 2007
Lyman Johnson
Washington and Lee University - School of Law
Downloads 218 (105,672)
Citation 4

Abstract:

Director Independence

18.

Pluralism in Corporate Form: Corporate Law and Benefit Corporations

25 Regent University Law Review 269 (2013), U of St. Thomas Legal Studies Research Paper No. 12-39, Washington & Lee Legal Studies Paper No. 2012-38
Number of pages: 30 Posted: 16 Nov 2012 Last Revised: 18 Apr 2013
Lyman Johnson
Washington and Lee University - School of Law
Downloads 217 (85,637)

Abstract:

corporations, corporate law, benefit corporations, B Corporation

19.

Comments on the HHS' Flawed Post-Hobby Lobby Rules

UCLA School of Law Research Paper No. 14-18, Hofstra Univ. Legal Studies Research Paper No. 2014-23
Number of pages: 12 Posted: 22 Oct 2014 Last Revised: 18 Dec 2014
Washington and Lee University - School of Law, Washington and Lee University - School of Law, University of California, Los Angeles (UCLA) - School of Law, Hofstra University - Maurice A. Deane School of Law, University of Minnesota Law School, William & Mary Law School and William & Mary Law School
Downloads 190 (128,140)

Abstract:

corporate law, corporate governance, law, religion

20.

Techniques to Teach Substance and Skill in Contract Drafting: In-Office Meetings and Analytical Memos

Transactions: The Tennessee Journal of Business Law, Vol. 11, 2011, U of St. Thomas Legal Studies Research Paper No. 11-13, Washington & Lee Legal Studies Paper No. 2011-6
Number of pages: 16 Posted: 23 Apr 2011 Last Revised: 17 Dec 2012
Lyman Johnson
Washington and Lee University - School of Law
Downloads 190 (120,540)

Abstract:

corporate governance, contracts, teaching methods, legal education, transactional lawyering

21.

Corporate Law Professors as Gatekeepers

University of St. Thomas Law Journal, Vol. 6, 2009, U of St. Thomas Legal Studies Research Paper No. 09-12, Washington & Lee Legal Studies Paper No. 2009-05
Number of pages: 10 Posted: 11 May 2009
Lyman Johnson
Washington and Lee University - School of Law
Downloads 165 (138,197)

Abstract:

corporate law, corporate law professors, legal education, business and society

22.

A Role for Law and Lawyers in Educating (Christian) Business Managers about Corporate Purpose

U of St. Thomas Legal Studies Research Paper No. 08-22
Number of pages: 35 Posted: 31 Aug 2008
Lyman Johnson
Washington and Lee University - School of Law
Downloads 161 (136,117)
Citation 1

Abstract:

Corporate law, Corporations, Business Ethics, Faith and Values, Morality and Business, Fiduciary Duties

23.

Faith and Faithfulness in Corporate Theory

Catholic University Law Review, Vol. 56, 2007, Washington & Lee Legal Studies Paper No. 2007-03
Number of pages: 47 Posted: 10 Jan 2007
Lyman Johnson
Washington and Lee University - School of Law
Downloads 161 (139,617)
Citation 1

Abstract:

24.

Reality Check on Officer Liability

Business Lawyer, Vol. 67, November 2011, U of St. Thomas Legal Studies Research Paper No. 11-22, Washington & Lee Legal Studies Paper
Number of pages: 24 Posted: 12 Aug 2011 Last Revised: 19 Jan 2012
Lyman Johnson and Rob Ricca
Washington and Lee University - School of Law and Glu Mobile Inc.
Downloads 129 (157,040)

Abstract:

corporate officers, corporate officer liability, fiduciary duty, corporate governance

25.

Re-Enchanting the Corporation

William & Mary Business Law Review, 2010, University of St. Thomas Legal Studies Research Paper No. 09-29
Number of pages: 23 Posted: 06 Dec 2009 Last Revised: 09 Feb 2010
Lyman Johnson
Washington and Lee University - School of Law
Downloads 107 (188,610)
Citation 1

Abstract:

corporate law, business associations, corporations, law and religion

26.

Counter-Narrative in Corporate Law: Saints and Sinners, Apostles and Epistles

Michigan State Law Review, Forthcoming, U of St. Thomas Legal Studies Research Paper No. 09-19
Number of pages: 40 Posted: 30 Sep 2009
Lyman Johnson
Washington and Lee University - School of Law
Downloads 100 (202,503)
Citation 2

Abstract:

Corporations, corporate law, equity, law and religion

27.

M&A as One Component of a Business Planning Course

American University Business Law Review, 2013, Forthcoming, U of St. Thomas (Minnesota) Legal Studies Research Paper No. 13-27, Washington & Lee Legal Studies Paper No. 2013-15
Number of pages: 16 Posted: 29 Aug 2013 Last Revised: 05 Mar 2014
Lyman Johnson and Sean Leuba
Washington and Lee University - School of Law and Caterpillar, Inc.
Downloads 92 (218,166)

Abstract:

mergers, mergers and acquisitions, M&A, corporate law, legal education, transactional law, transactional legal education

28.

Dynamic, Virtuous Fiduciary Regulation

Festschrift in Honor of Christian Kirchner, 2014, Forthcoming, U of St. Thomas (Minnesota) Legal Studies Research Paper No. 13-23, Washington & Lee Legal Studies Paper No. 2013-14
Number of pages: 19 Posted: 04 Jun 2013
Lyman Johnson
Washington and Lee University - School of Law
Downloads 80 (212,296)

Abstract:

dynamic regulation, fiduciary, new institutional economics, virtue ethics, limited liability company

29.

Beyond the Inevitable and Inadequate Regulation of Bankers: A Comment on Painter

University of St. Thomas Law Journal, Vol. 8, 2011, U of St. Thomas Legal Studies Research Paper No. 11-06
Number of pages: 16 Posted: 21 Mar 2011
Lyman Johnson
Washington and Lee University - School of Law
Downloads 77 (248,138)

Abstract:

investment banking, business regulation, morality in business

30.

Debarring Faithless Corporate and Religious Fiduciaries in Bankruptcy

American Bankruptcy Institute Law Review, Vol. 19, p. 523, 2011, U of St. Thomas Legal Studies Research Paper No. 12-04
Number of pages: 27 Posted: 20 Feb 2012
Lyman Johnson
Washington and Lee University - School of Law
Downloads 65 (265,979)

Abstract:

fiduciary duty, breach of fiduciary duty, bankruptcy, bankruptcy law, law and religion, religious fiduciaries

31.

Enduring Equity in the Close Corporation

Western New England Law Review, Vol. 33, 2011, U of St. Thomas Legal Studies Research Paper No. 10-26, Washington & Lee Legal Studies Paper No. 2010-11
Number of pages: 32 Posted: 30 Nov 2010
Lyman Johnson
Washington and Lee University - School of Law
Downloads 61 (290,630)

Abstract:

corporations, corporate law, close corporation, corporate equity, business associations

32.

Rethinking How Business Purpose is Taught in Catholic Business Education

Washington & Lee Legal Studies Paper No. 2013-19
Number of pages: 24 Posted: 01 Nov 2013 Last Revised: 19 Dec 2013
Washington and Lee University - School of Law, University of St. Thomas, St. Paul/Minneapolis, MN - School of Law and Integrated Governance Solutions, LLC
Downloads 54 (221,168)

Abstract:

business education, Catholic social thought, Catholic university, Catholic higher education, corporate purpose

33.

Why Register Hedge Fund Advisers - A Comment

70 Washington and Lee Law Review 713 (2013), U of St. Thomas (Minnesota) Legal Studies Research Paper No. 13-10, Washington & Lee Legal Studies Paper No. 2013-11
Number of pages: 13 Posted: 03 Apr 2013
Lyman Johnson
Washington and Lee University - School of Law
Downloads 53 (288,293)

Abstract:

Dodd-Frank, hedge funds, financial regulation

34.

The Still-Dwindled Revlon

71 WASH. & LEE L. REV. ONLINE 150 (2014) , Washington & Lee Legal Studies Paper No. 2014-20
Number of pages: 11 Posted: 05 Nov 2014
Lyman Johnson and Rob Ricca
Washington and Lee University - School of Law and Glu Mobile Inc.
Downloads 49 (270,183)

Abstract:

Corporate Law, Corporate Governance, Corporate Takeovers, Mergers and Acquisitions, Securities Regulation

35.

Gender and Securities Law in the Supreme Court

Women's Rights Law Reporter, Vol. 33, 2012 Forthcoming, U of St. Thomas Legal Studies Research Paper No. 12-20, U of Maryland Legal Studies Research Paper No. 2012-33, Washington & Lee Legal Studies Paper No. 2012-27
Number of pages: 43 Posted: 21 Jun 2012 Last Revised: 23 Aug 2012
Washington and Lee University - School of Law, University of Maryland Francis King Carey School of Law and Federal Judicial Center
Downloads 42 (328,261)

Abstract:

Supreme Court, gender, law and gender, securities law, securities litigation, judicial decision-making, empirical legal studies

36.

The Reconfiguring of Revlon

Research Handbook on Mergers and Acquisitions, Elgar Publishing, S. Davidoff Solomon & C. Hill, eds. (Forthcoming), U of St. Thomas (Minnesota) Legal Studies Research Paper No. 20-22, Washington & Lee Legal Studies Paper No. 2015
Number of pages: 27 Posted: 02 Sep 2015 Last Revised: 30 Nov 2015
Lyman Johnson
Washington and Lee University - School of Law
Downloads 41 (187,416)

Abstract:

Revlon, Delaware Supreme Court, corporations, corporate law, corporate structure, fiduciary duty, corporate directors

37.

Brief of Professors at Law and Business Schools as Amici Curiae in Support of Respondents, Omnicare, Inc., Et Al., Petitioners, v. Laborers District Council Construction Industry Pension Fund, Et Al., Respondents, No. 13-435 (S. Ct. Sept. 2, 2014)

U Denver Legal Studies Research Paper No. 14-46, University of Tennessee Legal Studies Research Paper No. 259
Number of pages: 36 Posted: 12 Sep 2014 Last Revised: 04 Feb 2015
University of Denver Sturm College of Law, University of Denver Sturm College of Law, University of Tennessee College of Law and Washington and Lee University - School of Law
Downloads 30 (346,880)

Abstract:

38.

Justice Stevens and Securities Law

12 Journal of Law, Economics and Policy 77 (2016), U of St. Thomas (Minnesota) Legal Studies Research Paper No. 15-23, Washington & Lee Legal Studies Paper No. 2015
Number of pages: 30 Posted: 02 Sep 2015 Last Revised: 05 Apr 2016
Lyman Johnson and Jason A. Cantone
Washington and Lee University - School of Law and Federal Judicial Center
Downloads 11 (404,544)

Abstract:

John Paul Stevens, Justice Stevens, Supreme Court, Justices of the Supreme Court, securities law, legal history

39.

The Modern Corporation Statement on Company Law

Number of pages: 4 Posted: 29 Oct 2016
Cornell Law School - Jack G. Clarke Business Law Institute, SciencesPo, Kent Law School, University of Cambridge - Centre for Business Research (CBR), Boston College Law School, University of Sheffield - Law School, University of Kent, Canterbury - Kent Law School, Vanderbilt University - Law School, University of York - York Law School, Queen Mary University of London - School of Law, Queen Mary, University of London, (CCLS), Washington and Lee University - School of Law, University of Oslo, Faculty of Law, Department of Private Law, University of Bristol, York University - Osgoode Hall Law School, University of Essex - School of Law, University of York (UK), University of Michigan, Stephen M. Ross School of Business, University of Manchester, The Business School, University of Colorado Denver, University of Leeds - School of Law, University of Cambridge, Faculty of Law, Deakin University, Geelong, Australia - Deakin Law School, University of Waikato - Management School, The University of Hong Kong - School of Business, York law School, Washington and Lee University School of Law, University of California, Davis - School of Law, Hofstra University College of Law, University of Technology, Sydney, Washington and Lee University - School of Law, University of Brescia, Wachtell, Lipton, Rosen & Katz, University of Victoria - Faculty of Law, University of Victoria - Faculty of Law, Dickinson College, Seyfarth Shaw LLP, Audencia School of Management, University of San Diego School of Law, INSEAD, Alvares Penteado School of Business (Fecap), Independent, Universidad Complutense de Madrid (UCM) - Colegio Universitario de Estudios Financieros (CUNEF), Université Grenoble Alpes, São Paulo Law School of Fundação Getulio Vargas FGV DIREITO SP, University of South Africa - School of Law, Deakin University, Geelong, Australia - Deakin Law School, Cornell Law School, University of South Australia - School of Law, University of Essex - School of Law, Queen's University Belfast - School of Law, Independent, City University London - Sir John Cass Business School, CASS Business School, City University, London and Frank Bold
Downloads 0 (36,971)

Abstract:

Company, Law, Corporate, Governance

40.

Relating Fiduciary Duties to Corporate Personhood and Corporate Purpose

Research Handbook on Fiduciary Law, D. Gordon Smith & Andrew Gold, eds., Edward Elgar, 2016, U of St. Thomas (Minnesota) Legal Studies Research Paper No. 16-19, Washington & Lee Legal Studies Paper No. 2016-19
Number of pages: 38 Posted: 25 Jul 2016 Last Revised: 03 Apr 2017
Lyman Johnson
Washington and Lee University - School of Law
Downloads 0 (151,945)

Abstract:

corporate law, fiduciary duty, corporate personhood, corporate purpose, corporate board of directors

41.

Protecting Mutual Fund Investors: An Inevitable Eclecticism

Research Handbook on Mutual Funds, William Birdthistle & John Morley, eds., Edward Elgar, 2016 Forthcoming, U of St. Thomas (Minnesota) Legal Studies Research Paper No. 16-17, Washington & Lee Legal Studies Paper No. 2016-20
Number of pages: 35 Posted: 25 Jul 2016 Last Revised: 03 Apr 2017
Lyman Johnson
Washington and Lee University - School of Law
Downloads 0 (322,338)

Abstract:

mutual funds, securities, securities regulation, Securities & Exchange Commission

42.

The Modest Business Judgment Rule

Posted: 10 Jul 2000
Lyman Johnson
Washington and Lee University - School of Law

Abstract:

43.

Rethinking Judicial Review of Director Care

Delaware Journal of Corporate Law, Vol. 24, P. 787
Posted: 25 May 2000
Lyman Johnson
Washington and Lee University - School of Law

Abstract: