Edward B. Rock

New York University School of Law

Professor of Law

40 Washington Square South

New York, NY 10012-1099

United States

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SCHOLARLY PAPERS

32

DOWNLOADS
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Top 783

in Total Papers Downloads

23,572

CITATIONS
Rank 2,488

SSRN RANKINGS

Top 2,488

in Total Papers Citations

224

Scholarly Papers (32)

Hedge Funds in Corporate Governance and Corporate Control

University of Pennsylvania Law Review, Vol. 155, p. 1021, 2007, U of Penn, Inst for Law & Econ Research Paper No. 06-16, NYU, Law and Economics Research Paper No. 06-37, ECGI - Law Working Paper No. 76/2006
Number of pages: 73 Posted: 25 Jul 2006 Last Revised: 21 May 2009
Marcel Kahan and Edward B. Rock
New York University School of Law and New York University School of Law
Downloads 8,010 (445)
Citation 72

Abstract:

Corporations, Organizations, Hedge-Fund Activism, Corporate Governance, Hedge Funds, Securities Regulation, Short-Term Payoff

Hedge Funds in Corporate Governance and Corporate Control.

NYU Working Paper No. CLB-06-012
Number of pages: 58 Posted: 31 Oct 2008
Marcel Kahan and Edward B. Rock
New York University School of Law and New York University School of Law
Downloads 169 (140,138)
Citation 72

Abstract:

2.

The Hanging Chads of Corporate Voting

Georgetown Law Journal, Vol. 96, p. 1227, 2008, U of Penn, Inst for Law & Econ Research Paper No. 07-18, NYU Law and Economics Research Paper No. 07-29
Number of pages: 55 Posted: 15 Aug 2007 Last Revised: 04 Apr 2009
Marcel Kahan and Edward B. Rock
New York University School of Law and New York University School of Law
Downloads 1,208 (11,350)
Citation 13

Abstract:

shareholder elections, technology of corporate voting, voting systems, ownership structure, legitimacy

3.

How I Learned to Stop Worrying and Love the Pill: Adaptive Responses to Takeover Law

University of Chicago Law Review, Vol. 69, Pg. 871, 2002, U of Penn, Inst for Law & Econ Research Paper No. 02-02, NYU, Ctr for Law and Business Research Paper No. 02-04
Number of pages: 45 Posted: 22 May 2002 Last Revised: 24 Nov 2015
Marcel Kahan and Edward B. Rock
New York University School of Law and New York University School of Law
Downloads 1,082 (13,353)
Citation 19

Abstract:

Takeovers, Poison Pills, Corporate Governance

4.

Embattled CEOs

Texas Law Review, Vol. 88, No. 987, 2010, U of Penn, Inst for Law & Econ Research Paper No. 08-25, NYU Law and Economics Research Paper No. 08-43, ECGI - Law Working Paper No. 116/2009
Number of pages: 65 Posted: 29 Oct 2008 Last Revised: 05 Aug 2010
Marcel Kahan and Edward B. Rock
New York University School of Law and New York University School of Law
Downloads 1,068 (13,319)
Citation 5

Abstract:

Public corporations, chief executive officers, CEO power, boards of directors, shareholder activism, corporate governance rules, executive compensation, regulatory backlash, shareholder initiatives

5.

Hedge Fund Activism in the Enforcement of Bondholder Rights

Northwestern University Law Review, Vol. 103, p. 281, 2009, U of Penn, Inst for Law & Econ Research Paper No. 08-02, ECGI - Law Working Paper No. 100/2008, NYU Law and Economics Research Paper No. 08-09
Number of pages: 42 Posted: 18 Feb 2008 Last Revised: 05 Apr 2009
Marcel Kahan and Edward B. Rock
New York University School of Law and New York University School of Law
Downloads 917 (17,298)
Citation 3

Abstract:

Banking and Finance, Contracts, Corporations, Economics, Law and Economics, Hedge funds, bondholders, contractual rights, acceleration remedy, defeasance option, make-whole premium

6.

When the Government is the Controlling Shareholder

Texas Law Review, Vol. 89, p. 1293, 2011, U of Penn, Inst for Law & Economics Research Paper No. 10-10, NYU Law and Economics Research Paper No. 10-20
Number of pages: 72 Posted: 27 May 2010 Last Revised: 15 May 2011
Marcel Kahan and Edward B. Rock
New York University School of Law and New York University School of Law
Downloads 868 (17,667)
Citation 1

Abstract:

Governmental bailout, minority shareholders, firm value maximization, corporate purposes, displacement of regulatory structures with ownership influence, structuring government ownership to weaken political influence, governmental equity and control, government corporations

7.

Coming to America? Venture Capital, Corporate Identity and U.S. Securities Law

U of Penn, Inst for Law & Econ Research Paper 02-07
Number of pages: 28 Posted: 31 May 2002
Edward B. Rock
New York University School of Law
Downloads 739 (24,343)
Citation 2

Abstract:

Venture capital, corporate identity, securities regulation, IPO exit routes, Israeli venture capital

8.

The Insignificance of Proxy Access

Virginia Law Review, Vol. 97, pp. 1347, 2011, U of Penn, Inst for Law & Econ Research Paper No. 10-26, NYU Law and Economics Research Paper No. 10-51
Number of pages: 89 Posted: 23 Oct 2010 Last Revised: 10 Dec 2011
Marcel Kahan and Edward B. Rock
New York University School of Law and New York University School of Law
Downloads 633 (28,210)
Citation 4

Abstract:

Corporations, securities regulation, proxy votes by shareholders, new SEC rules on proxy access, Securities and Exchange Commission, corporate elections, shareholder rights, shareholder activism, corporate governance, directors, boards, institutional investor, influence on proxy voting

9.

Islands of Conscious Power: Law, Norms and the Self Governing Corporation

University of Pennsylvania Law Review, Vol. 149, p. 1619, 2001, U of Penn, Inst for Law & Econ Research Paper No. 01-06
Number of pages: 82 Posted: 09 May 2001 Last Revised: 28 Jan 2012
Edward B. Rock and Michael L. Wachter
New York University School of Law and University of Pennsylvania Law School - Institute for Law and Economics
Downloads 622 (30,805)
Citation 15

Abstract:

10.

Greenhorns, Yankees and Cosmopolitans: Venture Capital, IPOs, Foreign Firms & U.S. Markets

Theoretical Inquiries in Law, Forthcoming
Number of pages: 32 Posted: 14 May 2001
Edward B. Rock
New York University School of Law
Downloads 573 (35,260)
Citation 8

Abstract:

Does Majority Voting Improve Board Accountability?

University of Chicago Law Review, Vol. 83, P. 1119, 2016, European Corporate Governance Institute (ECGI) - Law Working Paper No. 310/2016, U of Penn, Inst for Law & Econ Research Paper No. 15-31
Number of pages: 62 Posted: 18 Sep 2015 Last Revised: 20 Nov 2016
New York University School of Law, University of Pennsylvania Law School - Institute for Law and Economics, New York University School of Law and New York University School of Law
Downloads 516 (40,513)

Abstract:

Empirical studies, corporate governance reform, board, director elections, majority voting rule, MVR, plurality voting rule, PVR, shareholder activism, stock exchanges, Institutional Shareholder Services Inc., ISS

Does Majority Voting Improve Board Accountability?

CFS WP No. 553
Number of pages: 59 Posted: 08 Nov 2016
New York University School of Law, University of Pennsylvania Law School - Institute for Law and Economics, New York University School of Law and New York University School of Law
Downloads 47 (326,307)

Abstract:

12.

A New Player in the Boardroom: The Emergence of the Independent Directors' Counsel

U of Penn, Inst. for Law & Econ Research Paper 04-07
Number of pages: 23 Posted: 19 Mar 2004
Geoffrey C. Hazard and Edward B. Rock
University of Pennsylvania and New York University School of Law
Downloads 563 (34,948)
Citation 3

Abstract:

Sarbanes Oxley, directors, legal ethics, corporate governance

Waiting for the Omelet to Set: Match Specific Assets and Minority Oppression in the Close Corporation

The Journal of Corporation Law, Vol. 24, p. 913, 1999, CONCENTRATED CORPORATE OWNERSHIP, Randall Morck ed., NBER/University of Chicago Press, 2000, University of Pennsylvania, Institute for Law and Economics, Working Paper No. 265
Number of pages: 36 Posted: 15 Feb 1999 Last Revised: 17 Mar 2012
Edward B. Rock and Michael L. Wachter
New York University School of Law and University of Pennsylvania Law School - Institute for Law and Economics
Downloads 544 (37,842)
Citation 6

Abstract:

Waiting for the Omelet to Set: Match-Specific Assets and Minority Oppression in the Close Corporation

"Concentrated Corporate Ownership," NBER, 1999 Journal of Corporation Law, Vol. 24, No. 4, September 1999
Posted: 11 Dec 1999
Edward B. Rock and Michael L. Wachter
New York University School of Law and University of Pennsylvania Law School - Institute for Law and Economics

Abstract:

14.

How to Prevent Hard Cases from Making Bad Law: Bear Stearns, Delaware and the Strategic Use of Comity

Emory Law Journal, Vol. 58, p. 713, 2009, U of Penn, Inst for Law & Econ Research Paper No. 08-17, NYU Law and Economics Research Paper No. 08-40
Number of pages: 49 Posted: 27 Aug 2008 Last Revised: 04 Apr 2009
Marcel Kahan and Edward B. Rock
New York University School of Law and New York University School of Law
Downloads 531 (35,951)

Abstract:

corporate takeovers, Federal Reserve, Treasury Department, intervention, deal protection measures, Delaware courts, corporations, Delaware corporate and procedural law, conflict of laws, financial collapse, mergers and acquisitions, corporate charter competition

15.

Symbiotic Federalism and the Structure of Corporate Law

Vanderbilt Law Review, Vol. 58, p. 1573, 2005, NYU, Law and Economics Research Paper No. 04-020, U of Penn, Inst for Law & Econ Research Paper No. 04-12
Number of pages: 50 Posted: 15 Jul 2004 Last Revised: 09 Apr 2009
Marcel Kahan and Edward B. Rock
New York University School of Law and New York University School of Law
Downloads 510 (39,604)
Citation 11

Abstract:

corporate law-making, Delaware, federalism

16.

Corporate Constitutionalism: Antitakeover Charter Provisions as Precommitment

NYU, Ctr for Law and Business Research Paper No. 03-08, University of Pennsylvania Law Review, Vol. 152, P. 473, 2003, U of Penn, Inst for Law & Econ Research Paper 03-20
Number of pages: 50 Posted: 19 Jun 2003 Last Revised: 19 Nov 2015
Marcel Kahan and Edward B. Rock
New York University School of Law and New York University School of Law
Downloads 469 (43,921)
Citation 7

Abstract:

17.

Adapting to the New Shareholder-Centric Reality

University of Pennsylvania Law Review, Vol. 161, p. 1907, 2013, U of Penn, Inst for Law & Econ Research Paper No. 13-19
Number of pages: 83 Posted: 15 Jun 2013 Last Revised: 26 Jun 2013
Edward B. Rock
New York University School of Law
Downloads 440 (40,079)

Abstract:

corporate governance, corporation law, corporate finance, creditors, management and shareholder incentives, agency costs, shareholder-bondholder conflicts, comparative corporate law, fiduciary duties, Delaware impartiality, entity model of corporations

18.

Symbolic Corporate Governance Politics

Boston University Law Review, Vol. 94, Pg. 1997, 2014, U of Penn, Inst for Law & Econ Research Paper No. 14-6, NYU Law and Economics Research Paper No. 14-07
Number of pages: 48 Posted: 05 Mar 2014 Last Revised: 03 Dec 2014
Marcel Kahan and Edward B. Rock
New York University School of Law and New York University School of Law
Downloads 395 (42,716)

Abstract:

Corporations, politics, corporate governance controversies, public interest or public choice explanations, corporate control, symbols, myths, Thurman Arnold, legal realism, interdisciplinary scholarship, capitalism, gap between rhetoric and reality, folklore

19.

Institutional Investors in Corporate Governance

In Oxford Handbook on Corporate Law and Governance, 2015, Forthcoming, U of Penn, Inst for Law & Econ Research Paper No. 14-37
Number of pages: 51 Posted: 21 Oct 2014 Last Revised: 23 Jul 2015
Edward B. Rock
New York University School of Law
Downloads 347 (27,360)

Abstract:

Corporations, administrative law, securities law and regulation, comparative law, shareholders, voting rights, shareholder activism, institutional investor passivity, inadequate incentives of institutional investors, activist hedge funds, activists, activism, E.U. Shareholder Rights Directive

20.

Shareholder Eugenics in the Public Corporation

Cornell Law Review, Vol. 97, Pg. 849, 2012, U of Penn, Inst for Law & Econ Research Paper No. 11-26
Number of pages: 58 Posted: 17 Aug 2011 Last Revised: 29 May 2012
Edward B. Rock
New York University School of Law
Downloads 304 (67,344)
Citation 1

Abstract:

Corporations, securities, investor relations, corporate governance, crafting the shareholder base in public corporations, good shareholders v. bad shareholders, recruitment, preference for certain shareholders, benefits and dangers of picking shareholders

21.

Corporate Taxation and International Charter Competition

Michigan Law Review, Vol. 106, p. 1229, 2008, U of Penn, Inst for Law & Econ Research Paper No. 07-16
Number of pages: 56 Posted: 05 Aug 2007 Last Revised: 04 Apr 2009
Mitchell Kane and Edward B. Rock
New York University (NYU) and New York University School of Law
Downloads 300 (74,217)
Citation 5

Abstract:

reincorporation, corporate charter competition, corporate tax, international charter market, severing markets, place of incorporation, real seat

22.

The Corporate Form as a Solution to a Discursive Dilemma

Journal of Institutional and Theoretical Economics, Forthcoming, U of Penn, Inst for Law & Econ Research Paper No. 05-20
Number of pages: 26 Posted: 20 Sep 2005
Edward B. Rock
New York University School of Law
Downloads 286 (80,042)

Abstract:

discursive dilemma and corporate law, doctrinal paradox, corporate personality

23.

Encountering the Scarlet Woman of Wall Street: Speculative Comments at the End of the Century

Theoretical Inquiries in Law, Vol. 3
Number of pages: 25 Posted: 04 May 2000
Edward B. Rock
New York University School of Law
Downloads 248 (94,273)
Citation 1

Abstract:

24.

Saints and Sinners: How Does Delaware Corporate Law Work?

UCLA Law Review, Vol. 44, p. 1009, 1997
Number of pages: 99 Posted: 27 Sep 1996 Last Revised: 19 Mar 2012
Edward B. Rock
New York University School of Law
Downloads 173 (107,800)
Citation 34

Abstract:

25.

When the Government is the Controlling Shareholder: Implications for Delaware

Delaware Journal of Corporate Law (DJCL), Vol. 35, No. 2, p. 409, 2010
Number of pages: 28 Posted: 23 Sep 2010 Last Revised: 02 Oct 2010
Edward B. Rock and Marcel Kahan
New York University School of Law and New York University School of Law
Downloads 104 (191,614)

Abstract:

Delaware, Journal, Corporate Law, Corporate, Chancery Rule 19, Controlling shareholder, Government, Sovereign immunity, Government-controlled, Federal government

26.

Corporate Law Doctrine and the Legacy of American Legal Realism

University of Pennsylvania Law Review, Vol. 163, P. 2019, 2015, U of Penn, Inst for Law & Econ Research Paper No. 15-30
Number of pages: 36 Posted: 13 Aug 2015 Last Revised: 11 Sep 2015
Edward B. Rock
New York University School of Law
Downloads 68 (151,758)

Abstract:

Comparative law, judicial reasoning, United Kingdom company law, legal formalism, underdetermination, adjudication, controlling shareholder freezeouts, bondholder exit consents, MFW litigation, In re Hellenic & General Trust, Katz v. Oak Industries, Assénagon, Azevedo, corporate law, legal realism

27.

Dangerous Liaisons: Corporate Law, Trust Law, and Inter-Doctrinal Legal Transplants

Northwestern University Law Review, Vol. 96, p. 651, 2002, U of Penn, Inst for Law & Econ Research Paper No. 02-03
Number of pages: 23 Posted: 22 May 2002 Last Revised: 28 Jan 2012
Edward B. Rock and Michael L. Wachter
New York University School of Law and University of Pennsylvania Law School - Institute for Law and Economics
Downloads 62 (238,798)
Citation 2

Abstract:

Duty of Care, Directors' Liability, Negligence, Governance, Van Gorkom

28.

Securities Regulation as Lobster Trap: A Credible Commitment Theory of Mandatory Disclosure

Cardozo Law Review, Vol. 23, p. 675, 2002, U of Penn, Inst for Law & Econ Research Paper No. 02-05
Number of pages: 30 Posted: 22 May 2002 Last Revised: 28 Jan 2012
Edward B. Rock
New York University School of Law
Downloads 47 (231,906)
Citation 12

Abstract:

Mandatory Disclosure, Securities Disclosure, Credible Commitment, Disclosure Regulation

29.

Supreme Court Amicus Brief of 19 Corporate Law Professors, Friedrichs v. California Teachers Association, No. 14-915

Number of pages: 55 Posted: 08 Nov 2015
Harvard Law School, Harvard Law School, Northwestern University - Pritzker School of Law, Columbia Law School, Duke University School of Law, Stanford Law School, Columbia Law School, Widener University Delaware Law School, Yale Law School, Columbia Law School, New York University School of Law, University of Michigan Law School, Stanford Law School, Harvard Law School, Georgetown University Law Center, BC Law School, New York University School of Law, Harvard Law School and New York University (NYU)
Downloads 0 (53,584)

Abstract:

corporate politics, union politics, First Amendment, shareholder rights, corporate speech

30.

Meeting by Signals, Playing by Norms: Complementary Accounts of Non-Legal Cooperation in Institutions

University of Richmond Law Review, Vol. 36, No. 423, 2002 (Symposium on Eric Posner's "Law and Social Norms")
Posted: 19 Jun 2002
Edward B. Rock and Michael L. Wachter
New York University School of Law and University of Pennsylvania Law School - Institute for Law and Economics

Abstract:

31.

Mandatory Disclosure as Credible Commitment: Going Public, Opting In, Opting Out and Globalization

Posted: 10 Feb 1999
Edward B. Rock
New York University School of Law

Abstract:

32.

Tailored Claims and Governance: The Fit Between Employees and Shareholders

Posted: 22 Jul 1997
Edward B. Rock and Michael L. Wachter
New York University School of Law and University of Pennsylvania Law School - Institute for Law and Economics

Abstract: