Jill E. Fisch

University of Pennsylvania Carey Law School

Saul A. Fox Distinguished Professor of Business Law

3501 Sansom Street

Philadelphia, PA 19104

United States

European Corporate Governance Institute (ECGI)

c/o the Royal Academies of Belgium

Rue Ducale 1 Hertogsstraat

1000 Brussels

Belgium

SCHOLARLY PAPERS

80

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Top 1,022

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42,717

SSRN CITATIONS
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Top 3,974

in Total Papers Citations

223

CROSSREF CITATIONS

201

Scholarly Papers (80)

1.

The New Titans of Wall Street: A Theoretical Framework for Passive Investors

University of Pennsylvania Law Review, Vol. 168, p. 17, 2020, U of Penn, Inst for Law & Econ Research Paper No. 18-12, UC Berkeley Public Law Research Paper, European Corporate Governance Institute (ECGI) - Law Working Paper No. 414/2018
Number of pages: 63 Posted: 06 Jun 2018 Last Revised: 10 Feb 2020
University of Pennsylvania Carey Law School, Tel Aviv University; Buchman Faculty of Law; Coller School of Management and University of California, Berkeley - School of Law
Downloads 1,899 (15,364)
Citation 29

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Law and economics, corporate governance, securities law, passive investing, mutual funds, ETFs, corporate finance, institutional investors, shareholder activism, capital markets

2.

Should Corporations have a Purpose?

Texas Law Review, Vol. 99, p. 1309, 2021, U of Penn, Inst for Law & Econ Research Paper No. 20-22, European Corporate Governance Institute - Law Working Paper No. 510/2020
Number of pages: 44 Posted: 27 Mar 2020 Last Revised: 05 Oct 2021
Jill E. Fisch and Steven Davidoff Solomon
University of Pennsylvania Carey Law School and University of California, Berkeley - School of Law
Downloads 1,885 (15,568)
Citation 13

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Corporations law, corporate governance, charters, constituency statutes, social responsibility, CSR, shareholder primacy, value & profit maximization, stakeholders, environmental, social & governance purpose, ESG, public benefit corporations

3.

Do ESG Mutual Funds Deliver on Their Promises?

Michigan Law Review, Forthcoming, U of Penn, Inst for Law & Econ Research Paper No. 21-17, European Corporate Governance Institute - Law Working Paper No. 586/2021
Number of pages: 67 Posted: 05 May 2021 Last Revised: 22 Jun 2021
Quinn Curtis, Jill E. Fisch and Adriana Robertson
University of Virginia School of Law, University of Pennsylvania Carey Law School and University of Chicago Law School
Downloads 1,726 (17,854)
Citation 8

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Mutual funds, ESG mutual funds, Securities regulation, empirical legal studies, environmental, social, and corporate governance, ESG, capital markets, portfolio composition, mutual fund voting, mutual fund fees, disclosure, ERISA, fiduciary duty, Name Rule, 35d-1

4.

The Power of Proxy Advisors: Myth or Reality?

Emory Law Journal, Vol. 59, p. 869, 2010, University of Penn, Institute for Law & Economics Research Paper No. 10-24
Number of pages: 51 Posted: 20 Oct 2010
Stephen J. Choi, Jill E. Fisch and Marcel Kahan
New York University School of Law, University of Pennsylvania Carey Law School and New York University School of Law
Downloads 1,526 (21,574)
Citation 14

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Corporations, securities regulation, proxy votes by shareholders, empirical findings, influence on proxy voting

5.

Measuring Efficiency in Corporate Law: The Role of Shareholder Primacy

Journal of Corporation Law, Vol. 31, p. 637, 2006, Fordham Law Legal Studies Research Paper No. 105
Number of pages: 38 Posted: 28 Jan 2006 Last Revised: 07 Aug 2009
Jill E. Fisch
University of Pennsylvania Carey Law School
Downloads 1,197 (30,864)
Citation 25

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6.

GameStop and the Reemergence of the Retail Investor

U of Penn, Inst for Law & Econ Research Paper No. 22-16, Boston University Law Review, Forthcoming, European Corporate Governance Institute - Law Working Paper No. 637/2022
Number of pages: 48 Posted: 07 Mar 2022 Last Revised: 11 Apr 2022
Jill E. Fisch
University of Pennsylvania Carey Law School
Downloads 1,183 (31,382)

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Securities law & regulation, retail investing, app-based trading platforms, social media, fintech, financial literacy, law & economics, consumer protection, GameStop, meme stocks

7.

The Shifting Tides of Merger Litigation

Vanderbilt Law Review, Vol. 71, p. 603, 2018, U of Penn, Inst for Law & Econ Research Paper No. 17-6, UC Berkeley Public Law Research Paper No. 2922121, Vanderbilt Law Research Paper No. 17-19, European Corporate Governance Institute (ECGI) - Law Working Paper No. 375/2017
Number of pages: 38 Posted: 23 Feb 2017 Last Revised: 17 Apr 2018
Berkeley Center for Law and Business, University of Pennsylvania Carey Law School, University of California, Berkeley - School of Law and Vanderbilt University - Law SchoolVanderbilt University - Owen Graduate School of Management
Downloads 1,169 (31,972)
Citation 12

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Mergers, acquisitions, M&A, corporations, corporate law, corporate governance, Delaware legislation, merger litigation, plaintiffs’ lawyers, securities litigation, shareholder rights, management rights, empirical study

8.
Downloads 1,047 (37,387)
Citation 11

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: 68 Posted: 18 Sep 2015 Last Revised: 23 Oct 2018
New York University School of Law, University of Pennsylvania Carey Law School, New York University School of Law and New York University School of Law
Downloads 899 (45,571)

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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 Working Paper, No. 553
Number of pages: 59 Posted: 08 Nov 2016 Last Revised: 11 Jan 2018
New York University School of Law, University of Pennsylvania Carey Law School, New York University School of Law and New York University School of Law
Downloads 148 (338,403)
Citation 10

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9.

How Do Corporations Play Politics?: The Fedex Story

Vanderbilt Law Review, Vol. 58, p. 1495, 2005
Number of pages: 76 Posted: 08 Nov 2005 Last Revised: 22 Jun 2009
Jill E. Fisch
University of Pennsylvania Carey Law School
Downloads 1,012 (39,210)

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corporate political activity, campaign finance, political contributions

10.

Is There a Role for Lawyers in Preventing Future Enrons?

Number of pages: 43 Posted: 03 Mar 2003
Jill E. Fisch and Kenneth M. Rosen
University of Pennsylvania Carey Law School and University of Alabama - School of Law
Downloads 937 (43,747)
Citation 5

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Sarbanes-Oxley, ethics, lawyer regulation

11.

Who Calls the Shots?: How Mutual Funds Vote on Director Elections

Harvard Business Law Review, Vol. 3, P. 35, 2013, University of Pennsylvania, Institute for Law & Economics Research Paper No. 11-28, NYU Law and Economics Research Paper No. 11-29
Number of pages: 50 Posted: 23 Aug 2011 Last Revised: 23 Feb 2018
Stephen J. Choi, Jill E. Fisch and Marcel Kahan
New York University School of Law, University of Pennsylvania Carey Law School and New York University School of Law
Downloads 921 (44,740)
Citation 10

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Corporations, securities, mutual funds, shareholder voting, corporate governance, ISS, Institutional Shareholder Services, proxy advisor recommendations, voting patterns, mutual fund families, empirical research

The Logic and Limits of Event Studies in Securities Fraud Litigation

Texas Law Review, Vol. 96, p. 553, 2018, ECGI - Law Working Paper No. 328/2016, U of Penn, Inst for Law & Econ Research Paper No. 16-16
Number of pages: 69 Posted: 03 Aug 2016 Last Revised: 30 Mar 2018
Jill E. Fisch, Jonah B. Gelbach and Jonathan Klick
University of Pennsylvania Carey Law School, University of California, Berkeley - School of Law and University of Pennsylvania Carey Law School
Downloads 675 (66,937)
Citation 6

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Civil procedure, evidence, Supreme Court of the United States, SCOTUS, Halliburton Co. v. Erica P. John Fund, Inc., Basic, Inc. v. Levinson, fraud on the market, event study methodology, fraudulent information, significance, error rates, one-sided SQ test, securities fraud, 10b-5 litigation

After Halliburton: Event Studies and Their Role in Federal Securities Fraud Litigation

CFS Working Paper, No. 552
Number of pages: 71 Posted: 08 Nov 2016 Last Revised: 13 Jan 2018
Jill E. Fisch, Jonah B. Gelbach and Jonathan Klick
University of Pennsylvania Carey Law School, University of California, Berkeley - School of Law and University of Pennsylvania Carey Law School
Downloads 224 (233,951)
Citation 7

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13.

Comment Letter of Securities Law Scholars on the SEC’s Authority to Pursue Climate-Related Disclosure

Number of pages: 18 Posted: 09 Jun 2022
University of Pennsylvania Carey Law School, Emory University School of Law, Indiana University Maurer School of Law and Indiana University Maurer School of Law
Downloads 816 (52,856)

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climate-related disclosure, securities disclosure regime, materiality, SEC Regulation S-K, SEC Regulation S-X, SEC rulemaking authority

14.

Confronting the Peppercorn Settlement in Merger Litigation: An Empirical Analysis and a Proposal for Reform

Texas Law Review, Vol. 93, P. 557, 2015, U of Penn, Inst for Law & Econ Research Paper No. 14-4
Number of pages: 68 Posted: 18 Feb 2014 Last Revised: 03 Mar 2015
University of Pennsylvania Carey Law School, Fordham University School of Law and University of California, Berkeley - School of Law
Downloads 814 (53,011)
Citation 10

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Mergers and acquisitions, M&A, law and economics, empirical legal studies, legal profession, legal fees, federal securities law, state corporation law, Delaware corporation law, corporate governance, publicly traded companies, deal litigation, non-pecuniary relief, federalism, jurisdiction

15.

Why Do Retail Investors Make Costly Mistakes? An Experiment on Mutual Fund Choice

University of Pennsylvania Law Review, Vol. 162, P. 605, 2014, European Corporate Governance Institute (ECGI) - Law Working Paper No. 220/2013, U of Penn, Inst for Law & Econ Research Paper No. 12-24
Number of pages: 49 Posted: 18 Jun 2012 Last Revised: 27 Oct 2018
Jill E. Fisch and Tess Wilkinson‐Ryan
University of Pennsylvania Carey Law School and University of Pennsylvania Carey Law School
Downloads 807 (53,622)
Citation 4

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Securities, mutual fund fees, expenses, expense fees of mutual funds, expense ratio, management fees, 12b-1 fees, advisory fees, sales loads, performance, costs, operating expenses, investor behavior, investor returns, empirical research, behavioral decision research, biases, transparency

16.

Corporate Democracy and the Intermediary Voting Dilemma

U of Penn, Inst for Law & Econ Research Paper No. 23-06, Texas Law Review, Forthcoming, University of Utah College of Law Research Paper No. 536, European Corporate Governance Institute - Law Working Paper No. 685/2023
Number of pages: 66 Posted: 16 Feb 2023 Last Revised: 02 Jun 2023
Jill E. Fisch and Jeff Schwartz
University of Pennsylvania Carey Law School and University of Utah - S.J. Quinney College of Law
Downloads 783 (55,940)
Citation 3

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Corporate governance, fiduciary duty, mutual funds, pension funds, institutional investors, shareholder voting, environmental, social & governance, ESG, shareholder activism, retail investors, intermediaries, securities regulation, fund management, agency, socially responsible investing

17.

Director Elections and the Influence of Proxy Advisors

NYU Law and Economics Research Paper No. 08-22, Fordham Law Legal Studies Research Paper No. 1127282, 3rd Annual Conference on Empirical Legal Studies Papers
Number of pages: 77 Posted: 02 May 2008 Last Revised: 07 May 2008
Stephen J. Choi, Jill E. Fisch and Marcel Kahan
New York University School of Law, University of Pennsylvania Carey Law School and New York University School of Law
Downloads 768 (57,294)
Citation 6

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proxy advisors, corporate governance, shareholder voting, ISS, institutional investors

18.

Vultures or Vanguards?: The Role of Litigation in Sovereign Debt Restructuring

Number of pages: 71 Posted: 26 Aug 2004
Jill E. Fisch and Caroline M. Gentile
University of Pennsylvania Carey Law School and Fordham University School of Law
Downloads 728 (61,546)
Citation 2

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19.

Stealth Governance: Shareholder Agreements and Private Ordering

Washington University Law Review, Vol. 99, p. 913, 2022, U of Penn, Inst for Law & Econ Research Paper No. 20-48, European Corporate Governance Institute - Law Working Paper No. 538/2020
Number of pages: 54 Posted: 18 Aug 2020 Last Revised: 21 Feb 2023
Jill E. Fisch
University of Pennsylvania Carey Law School
Downloads 710 (63,650)

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Corporations, private ordering, corporate governance, shareholder agreements, mandatory corporate law, contractual corporate law, theory of the firm, start-up governance, venture capital

20.

On Beyond CalPERS: Survey Evidence on the Developing Role of Public Pension Funds in Corporate Governance

Vanderbilt Law Review, Vol. 61, p. 315, 2008, NYU Law and Economics Research Paper No. 07-30, Fordham Law Legal Studies Research Paper No. 1010330
Number of pages: 40 Posted: 03 Sep 2007 Last Revised: 23 Nov 2009
Stephen J. Choi and Jill E. Fisch
New York University School of Law and University of Pennsylvania Carey Law School
Downloads 704 (64,347)
Citation 9

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institutional investors, pension funds, shareholder activism, corporate governance

21.

Mootness Fees

Vanderbilt Law Review, Vol. 72, p. 1777, 2019, U of Penn, Inst for Law & Econ Research Paper No. 19-26
Number of pages: 40 Posted: 04 Jun 2019 Last Revised: 14 Jan 2020
Berkeley Center for Law and Business, University of Pennsylvania Carey Law School, University of California, Berkeley - School of Law and Vanderbilt University - Law SchoolVanderbilt University - Owen Graduate School of Management
Downloads 674 (68,027)
Citation 2

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securities law, complex litigation, mootness dismissal, shareholders, empirical legal studies, takeover law, mergers & acquisitions, M&A, attorney fees, class actions, forum selection, fiduciary duty, Federal Rules of Civil Procedure, FRCP

22.

Director Elections and the Role of Proxy Advisors

Southern California Law Review, Vol. 82, Pg. 649, 2009, U of Penn, Inst for Law & Econ Research Paper No. 08-18
Number of pages: 54 Posted: 16 Aug 2008 Last Revised: 11 Jun 2010
Stephen J. Choi, Jill E. Fisch and Marcel Kahan
New York University School of Law, University of Pennsylvania Carey Law School and New York University School of Law
Downloads 673 (68,152)
Citation 21

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corporations, securities law, shareholder voting, proxy recommendations, proxy advisory services, election of directors, regression analysis

23.

Rethinking the Regulation of Securities Intermediaries

University of Pennsylvania Law Review, Vol. 158, p. 1961, 2010, U of Penn, Inst for Law & Econ Research Paper No. 10-04
Number of pages: 82 Posted: 24 Mar 2010 Last Revised: 28 Jul 2010
Jill E. Fisch
University of Pennsylvania Carey Law School
Downloads 618 (75,864)
Citation 2

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Mutual funds, retail funds, Investment Company Act of 1940, financial services regulation, market interference, erosion of market discipline, retail investment behavior, sales agent incentives, consumer protection, standards, standardized financial products, material differences, disclosure

24.

Is Say on Pay All About Pay? The Impact of Firm Performance

Harvard Business Law Review, Vol. 8, p. 101, 2018, U of Penn, Inst for Law & Econ Research Paper No. 17-39, European Corporate Governance Institute (ECGI) - Law Working Paper No. 374/2017
Number of pages: 30 Posted: 03 Oct 2017 Last Revised: 24 Sep 2018
University of Pennsylvania Carey Law School, Rutgers University, Newark, School of Business-Newark, Department of Finance & Economics and University of California, Berkeley - School of Law
Downloads 603 (78,181)
Citation 6

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corporate governance, Wall Street reform, Dodd-Frank Act, say on pay, performance based executive compensation, disclosure, shareholder voting, empirical analysis, problematic incentives, short-termism, excessive risk-taking

25.

Defined Contribution Plans and the Challenge of Financial Illiteracy

Cornell Law Review, Vol. 105, p. 741, 2020, U of Penn, Inst for Law & Econ Research Paper No. 19-22, European Corporate Governance Institute - Law Working Paper No. 478/2019
Number of pages: 63 Posted: 15 May 2019 Last Revised: 02 Sep 2020
Jill E. Fisch, Annamaria Lusardi and Andrea Hasler
University of Pennsylvania Carey Law School, Stanford University - Stanford Institute for Economic Policy Research and George Washington University - School of Business
Downloads 574 (83,172)
Citation 3

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retirement planning, defined benefit, defined contribution, fiduciary liability for 401(k) plans, implications of financial illiteracy, employer responsibility as substitute, formalizing employer role in evaluating & remediating financial illiteracy, employer-provided financial education components

26.

The “Value” of a Public Benefit Corporation

U of Penn, Inst for Law & Econ Research Paper No. 20-54, Forthcoming in Research Handbook on Corporate Purpose and Personhood (Elizabeth Pollman & Robert B. Thompson, eds., Elgar), European Corporate Governance Institute - Law Working Paper No. 585/2021
Number of pages: 30 Posted: 16 Oct 2020 Last Revised: 14 May 2021
Jill E. Fisch and Steven Davidoff Solomon
University of Pennsylvania Carey Law School and University of California, Berkeley - School of Law
Downloads 552 (87,335)
Citation 1

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Public benefit corporations, B. corp., corporations, business organizations, corporate governance, Delaware PBC statute, corporate social purpose, stakeholder capitalism, corporate purpose, accountability mechanisms, ESG, social benefit, wealth maximization, social responsibility

27.

Do Institutions Matter? The Impact of the Lead Plaintiff Provision of the Private Securities Litigation Reform Act

Washington University Law Quarterly, Vol. 83, p. 869, 2005, NYU, Law and Economics Research Paper No. 04-08
Number of pages: 37 Posted: 19 Apr 2005 Last Revised: 22 Jun 2009
Stephen J. Choi, Jill E. Fisch and Adam C. Pritchard
New York University School of Law, University of Pennsylvania Carey Law School and University of Michigan Law School
Downloads 525 (93,017)
Citation 16

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securities regulations, class actions, procedure, lead plaintiff, pslra

28.

Making Sustainability Disclosure Sustainable

107 Georgetown Law Journal 923 (2019)., U of Penn, Inst for Law & Econ Research Paper No. 18-27
Number of pages: 45 Posted: 17 Aug 2018 Last Revised: 12 May 2019
Jill E. Fisch
University of Pennsylvania Carey Law School
Downloads 524 (93,259)
Citation 5

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Corporations, securities law & regulation, administrative law, corporate governance, corporate social responsibility, CSR, disclosure frameworks, sustainability disclosure regimes & standards, sustainability reporting, mandatory disclosure, sustainability discussion & analysis, SD&A

29.

Shareholder Collaboration

Texas Law Review, Vol. 98, p. 863, 2020, U of Penn, Inst for Law & Econ Research Paper No. 18-22, European Corporate Governance Institute (ECGI) - Law Working Paper No. 415/2018
Number of pages: 65 Posted: 07 Aug 2018 Last Revised: 29 Jul 2020
Jill E. Fisch and Simone M. Sepe
University of Pennsylvania Carey Law School and University of Arizona - James E. Rogers College of Law
Downloads 519 (94,341)
Citation 1

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Corporations, corporate governance, venture capital, hedge fund activism, publicly-held companies, theory of the firm, private ordering, spectrum of shareholder collaboration, collaborative insider-shareholder model, enhancement of shareholder information, management, shareholders

30.

How to Fix Wall Street: A Voucher Financing Proposal

Number of pages: 2 Posted: 16 Dec 2002
Stephen J. Choi and Jill E. Fisch
New York University School of Law and University of Pennsylvania Carey Law School
Downloads 515 (95,189)
Citation 1

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securities market research, analysts, voucher financing, securities market intermediaries

31.

The Peculiar Role of the Delaware Courts in the Competition for Corporate Charters

Number of pages: 60 Posted: 22 May 2000
Jill E. Fisch
University of Pennsylvania Carey Law School
Downloads 502 (98,198)
Citation 27

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32.

Attorneys as Arbitrators

Journal of Legal Studies, Vol. 39, No. 1 (2010): 109-57, NYU Law and Economics Research Paper No. 08-18, U of Michigan Law & Economics, Olin Working Paper No. 09-001
Number of pages: 62 Posted: 23 Jan 2009 Last Revised: 23 Jul 2013
Stephen J. Choi, Jill E. Fisch and Adam C. Pritchard
New York University School of Law, University of Pennsylvania Carey Law School and University of Michigan Law School
Downloads 499 (98,898)
Citation 4

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attorneys, procedure, litigation, arbitration, securities regulation, investors, brokers, brokerage firms

33.

The Qualified Legal Compliance Committee: Using the Attorney Conduct Rules to Restructure the Board of Directors

Number of pages: 93 Posted: 05 Dec 2003
Jill E. Fisch and Caroline M. Gentile
University of Pennsylvania Carey Law School and Fordham University School of Law
Downloads 492 (100,666)
Citation 3

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Directors, attorneys, QLCCs, SEC rules

34.

The Destructive Ambiguity of Federal Proxy Access

Emory Law Journal, Vol. 61, Pg. 435, 2012, U of Penn, Inst for Law & Econ Research Paper No. 11-05
Number of pages: 66 Posted: 26 Feb 2011 Last Revised: 05 Jun 2012
Jill E. Fisch
University of Pennsylvania Carey Law School
Downloads 485 (102,449)
Citation 6

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Corporate governance, directors, boards, shareholders, shareholder rights, shareholder voting, shareholder franchise, corporate elections, corporate ballot, proxy fights, proxy contests, access to the ballot, staggered boards, proxy rules, SEC

35.

The Long Road Back: Business Roundtable and the Future of SEC Rulemaking

Seattle University Law Review, Vol. 36, P. 695 (2013), U of Penn, Inst for Law & Econ Research Paper No. 12-34
Number of pages: 36 Posted: 20 Oct 2012 Last Revised: 05 Sep 2014
Jill E. Fisch
University of Pennsylvania Carey Law School
Downloads 484 (102,709)

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Securities regulation, shareholder proxy access, corporate governance, directors, shareholders, shareholder voting, corporate ballot, corporate elections, proxy fights, proxy contests, proxy rules, SEC, Securities and Exchange Commission, law and economics, rulemaking, administrative law

36.

How Corporate Governance Is Made: The Case of the Golden Leash

University of Pennsylvania Law Review, Vol. 164, P. 649, 2016, U of Penn, Inst for Law & Econ Research Paper No. 15-26, UC Berkeley Public Law Research Paper No. 2635161
Number of pages: 54 Posted: 24 Jul 2015 Last Revised: 18 Mar 2016
Berkeley Center for Law and Business, University of Pennsylvania Carey Law School, Fordham University School of Law and University of California, Berkeley - School of Law
Downloads 482 (103,239)

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Corporate governance, corporation law, activist-nominated directors, director compensation, golden leash, shareholder activism, activist investors, institutional investors, event study, share pricing, governance innovations

37.

The Myth of Morrison: Securities Fraud Litigation Against Foreign Issuers

Business Lawyer, Vol. 74, p. 1967, 2019, UC Berkeley Public Law Research Paper, U of Penn, Inst for Law & Econ Research Paper No. 18-34
Number of pages: 44 Posted: 13 Nov 2018 Last Revised: 27 Feb 2020
Stanford Law School, Berkeley Center for Law and Business, University of Pennsylvania Carey Law School and University of California, Berkeley - School of Law
Downloads 480 (103,736)
Citation 1

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Morrison v. National Australia Bank, Foreign Private Issuer, Extraterritorial Jurisdiction, transnational securities fraud litigation, class action, Supreme Court of the United States, SCOTUS, Securities Act of 1934, Rule 10b-5, jurisdiction, standing, In re Vivendi Universal, S.A.

38.

Purpose Proposals

U of Penn, Inst for Law & Econ Research Paper No. 22-21, University of Chicago Business Law Review, Forthcoming, European Corporate Governance Institute - Law Working Paper No. 638/2022
Number of pages: 49 Posted: 11 Apr 2022 Last Revised: 22 Apr 2022
Jill E. Fisch
University of Pennsylvania Carey Law School
Downloads 474 (105,292)

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Corporate governance, shareholder proposals, statements of purpose, stakeholder capitalism, public benefit corporations, PBCs, institutional investors, fiduciary duty, shareholder voting, SEC Rule 14a-8, ESG

39.

Corporate Lawmaking Influence and the Role of Political Capital: The Fedex Story

Number of pages: 111 Posted: 03 Dec 2003
Jill E. Fisch
University of Pennsylvania Carey Law School
Downloads 467 (107,135)

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40.

The Uncertain Stewardship Potential of Index Funds

In Global Shareholder Stewardship (Dionysia Katelouzou & Dan W. Puchniak eds., Cambridge 2022), U of Penn, Inst for Law & Econ Research Paper No. 20-09, European Corporate Governance Institute - Law Working Paper No. 490/2020
Number of pages: 32 Posted: 28 Jan 2020 Last Revised: 18 Oct 2022
Jill E. Fisch
University of Pennsylvania Carey Law School
Downloads 465 (107,721)

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Corporate governance, institutional investors, mutual funds, passive investing, stewardship, shareholder voting, shareholder engagement, shareholder activism, ESG, capital markets

41.

Cause for Concern: Causation and Federal Securities Fraud

Iowa Law Review, Vol. 94, p. 811, 2009, U of Penn, Inst for Law & Econ Research Paper No. 08-19
Number of pages: 62 Posted: 19 Aug 2008 Last Revised: 22 Jun 2009
Jill E. Fisch
University of Pennsylvania Carey Law School
Downloads 460 (109,103)

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corporations, stock fraud litigation, private right of action, common law tort of fraud, economic loss, artificial price inflation, ex post stock drop, investment risk

42.

Extending Dual Class Stock: A Proposal

U of Penn, Inst for Law & Econ Research Paper No. 23-13, Theoretical Inquiries in Law, Forthcoming , European Corporate Governance Institute - Law Working Paper No. 707/2023
Number of pages: 26 Posted: 27 Mar 2023 Last Revised: 14 Jul 2023
Wilson Sonsini Goodrich & Rosati, University of Pennsylvania Carey Law School and University of California, Berkeley - School of Law
Downloads 459 (109,371)

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Dual class voting, capital markets, entire fairness, MFW standard, institutional investors, controlling shareholders, shareholder voting, term-based sunsets, shareholders, IPO market, Trade Desk, corporate charters, Delaware Chancery Court

The Broken Buck Stops Here: Embracing Sponsor Support in Money Market Fund Reform

North Carolina Law Review, Vol. 93, P. 935, 2015, European Corporate Governance Institute (ECGI) - Law Working Paper No. 275/2014, U of Penn, Inst for Law & Econ Research Paper No. 14-24
Number of pages: 66 Posted: 19 Jun 2014 Last Revised: 23 Oct 2018
Jill E. Fisch
University of Pennsylvania Carey Law School
Downloads 314 (166,146)
Citation 3

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regulation of financial markets, banking regulation, securities law and regulation, money market funds, mutual funds, MMFs, SEC, securities, net asset value, financial crisis, shadow banking, systemic risk, financial crisis

The Broken Buck Stops Here: Embracing Sponsor Support in Money Market Fund Reform

CFS Working Paper No. 491
Number of pages: 72 Posted: 13 Nov 2014
Jill E. Fisch
University of Pennsylvania Carey Law School
Downloads 78 (534,326)
Citation 2

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regulation of financial markets, banking regulation, securities law and regulation, money market funds, mutual funds, MMFs, SEC, securities, net asset value, financial crisis, shadow banking, systemic risk, financial crisis

The Broken Buck Stops Here: Embracing Sponsor Support in Money Market Fund Reform

Journal of Financial Perspectives, Vol. 5, No. 1, 2018
Number of pages: 24 Posted: 03 Apr 2018
Jill E. Fisch
University of Pennsylvania Carey Law School
Downloads 59 (623,318)

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44.

The Problem of Sunsets

Boston University Law Review, Vol. 99, p. 1057, 2019, U of Penn, Inst for Law & Econ Research Paper No. 19-04
Number of pages: 38 Posted: 23 Dec 2018 Last Revised: 28 Jun 2019
Jill E. Fisch and Steven Davidoff Solomon
University of Pennsylvania Carey Law School and University of California, Berkeley - School of Law
Downloads 449 (112,538)
Citation 3

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Corporate governance, securities law, corporate voting & control, controlling stockholders, dual-class shares, empirical evidence, policy debate over dual class stock, loyalty shares, IPOs, role of sunsets, time-based sunsets, arbitrariness, moral hazard, shareholder retention voting

45.

Governance by Contract: The Implications for Corporate Bylaws

California Law Review, Vol. 106, p. 373, 2018, U of Penn, Inst for Law & Econ Research Paper No. 17-13, European Corporate Governance Institute (ECGI) - Law Working Paper No. 350/2017
Number of pages: 38 Posted: 10 Mar 2017 Last Revised: 11 May 2018
Jill E. Fisch
University of Pennsylvania Carey Law School
Downloads 435 (116,460)
Citation 2

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Corporations, Corporate Governance, Delaware, Amendments to Bylaws, Charters, Shareholder Rights, Board Power, Scrutiny of Board-Adopted Bylaws, Contractual Approach to Corporate Law, Limits of the Contract Analogy, Limits to Shareholder Power

46.

The Influence of Arbitrator Background and Representation on Arbitration Outcomes

Virginia Law & Business Review, Vol. 9, P. 43, 2014, U of Michigan Public Law Research Paper No. 285, NYU Law and Economics Research Paper No. 12-17, U of Penn, Inst for Law & Econ Research Paper No. 12-35
Number of pages: 46 Posted: 16 Jul 2012 Last Revised: 05 May 2015
Stephen J. Choi, Jill E. Fisch and Adam C. Pritchard
New York University School of Law, University of Pennsylvania Carey Law School and University of Michigan Law School
Downloads 427 (119,055)
Citation 4

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47.

Dual Class Stock

U of Penn, Inst for Law & Econ Research Paper No. 23-21, in OXFORD HANDBOOK OF CORPORATE LAW AND GOVERNANCE, Forthcoming, European Corporate Governance Institute - Law Working Paper No. 715/2023
Number of pages: 31 Posted: 03 May 2023 Last Revised: 30 Oct 2023
Jill E. Fisch and Steven Davidoff Solomon
University of Pennsylvania Carey Law School and University of California, Berkeley - School of Law
Downloads 421 (121,069)

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Corporate governance, dual class stock, capital structure, agency costs, stock exchange, sunset provision, shareholders, corporations, fiduciary duties, public companies, IPO market, technology industry, ownership, control, European Law, empirical studies, policy debates

48.

Synthetic Governance

Columbia Business Law Review, Vol. 2021, p. 476, U of Penn, Inst for Law & Econ Research Paper No. 20-41, European Corporate Governance Institute – Finance Working Paper No. 693/2020
Number of pages: 50 Posted: 19 Aug 2020 Last Revised: 22 Sep 2021
University of California, Berkeley - Haas School of Business, University of Pennsylvania Carey Law School, Berkeley Haas and University of California, Berkeley - School of Law
Downloads 419 (121,724)

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Law and economics, corporate governance, capital markets, securities regulation, mutual funds, dual-class stock, shareholder voting, investment choices, asset management, index funds, split board chair and CEO

49.

What’s in a Name? ESG Mutual Funds and the SEC’s Names Rule

U of Penn, Inst for Law & Econ Research Paper No. 23-12, Southern California Law Review, Forthcoming, European Corporate Governance Institute - Law Working Paper 697/2023
Number of pages: 39 Posted: 24 Mar 2023 Last Revised: 04 Apr 2023
Jill E. Fisch and Adriana Robertson
University of Pennsylvania Carey Law School and University of Chicago Law School
Downloads 369 (140,532)

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Securities regulation, investment funds, environmental, social & governance investing, ESG, Securities & Exchange Commission, SEC, Names Rule, consumer protection, greenwashing, mutual funds

50.

Regulation FD: An Alternative Approach to Addressing Information Asymmetry

RESEARCH HANDBOOK ON INSIDER TRADING, Stephen Bainbridge, ed., Elgar, 2013, U of Penn, Inst for Law & Econ Research Paper No. 12-19
Number of pages: 26 Posted: 20 Apr 2012 Last Revised: 03 Mar 2015
Jill E. Fisch
University of Pennsylvania Carey Law School
Downloads 367 (141,371)
Citation 2

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Securities law and regulation, insider trading, Regulation Fair Disclosure, Regulation FD, Reg FD, Chiarella, Dirks, information asymmetry, federal securities fraud, materiality, selective disclosure practices, Siebel Systems, Office Depot, information flow and quality, technology, social computing

51.

Top Cop or Regulatory Flop? The SEC at 75

Virginia Law Review, Vol. 95, p. 785, 2009, U of Penn, Inst for Law & Econ Research Paper No. 09-15
Number of pages: 39 Posted: 24 Apr 2009 Last Revised: 07 Aug 2009
Jill E. Fisch
University of Pennsylvania Carey Law School
Downloads 361 (144,011)

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Securities Law, United States Treasury Department, Administrative Law, regulation of capital markets, enforcement, financial transparency, investor protection, increased market complexity, financial product innovation, globalization, self regulation, disclosure, regulatory reform

52.

A Floating NAV for Money Market Funds: Fix or Fantasy?

U of Penn, Inst for Law & Econ Research Paper No. 11-30
Number of pages: 47 Posted: 07 Sep 2011
Jill E. Fisch and Eric D. Roiter
University of Pennsylvania Carey Law School and Boston University - School of Law
Downloads 354 (147,095)
Citation 3

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Securities, financial products, mutual funds, money market funds, floating NAV

53.

Managers’ Private Communications with Analysts: The Effect of SEC v. Siebel Systems Inc.

Contemporary Accounting Research, Forthcoming, European Corporate Governance Institute – Finance Working Paper No. 635/2019, U of Penn, Inst for Law & Econ Research Paper No. 20-46
Number of pages: 53 Posted: 26 Aug 2019 Last Revised: 17 Feb 2023
University of Texas at Dallas - Naveen Jindal School of Management, University of Iowa, University of Pennsylvania Carey Law School and University of Missouri at Columbia - Robert J. Trulaske, Sr. College of Business
Downloads 353 (147,529)
Citation 1

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Corporate Disclosure Regulation, Managers’ Private Communications, SEC Enforcement Threat, Siebel Systems Case, Regulation Fair Disclosure

54.

Power and Statistical Significance in Securities Fraud Litigation

Harvard Business Law Review, Vol. 11, p. 55, 2021, U of Penn, Inst for Law & Econ Research Paper No. 20-28, European Corporate Governance Institute - Law Working Paper No. 511/2020
Number of pages: 64 Posted: 17 Apr 2020 Last Revised: 11 Jun 2021
Jill E. Fisch and Jonah B. Gelbach
University of Pennsylvania Carey Law School and University of California, Berkeley - School of Law
Downloads 340 (153,604)
Citation 4

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Civil procedure, evidence, financial economics, fraud on the market, event study methodology, statistics, fraudulent information, significance, class actions & certification, securities fraud, 10b-5 litigation, Securities and Exchange Commission, SEC

55.

Regulatory Responses to Investor Irrationality: The Case of the Research Analyst

Lewis & Clark Law Review, Vol. 10, pp. 57, 2006, Fordham Law Legal Studies Research Paper No. 100
Number of pages: 27 Posted: 09 Dec 2005 Last Revised: 22 Jun 2009
Jill E. Fisch
University of Pennsylvania Carey Law School
Downloads 337 (155,075)

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behavioral economics, investor rationality, research analysts

56.

The Mess at Morgan: Risk, Incentives and Shareholder Empowerment

University of Cincinnati Law Review, Vol. 83, p. 651, 2015, European Corporate Governance Institute (ECGI) - Law Working Paper No. 311/2016, U of Penn, Inst for Law & Econ Research Paper No. 15-36
Number of pages: 41 Posted: 25 Oct 2015 Last Revised: 20 Mar 2016
Jill E. Fisch
University of Pennsylvania Carey Law School
Downloads 313 (167,823)

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Corporation law, corporations, securities regulation, risk management, investment banking, Dodd Frank Wall Street Reform and Consumer Protection Act, Volcker Rule, JP Morgan Chase, publicness, executive compensation, accountability, regulation, credit derivatives trading, corporate wrongdoing

57.

Promoting Corporate Diversity: The Uncertain Role of Institutional Investors

U of Penn, Inst for Law & Econ Research Paper No. 23-11, Seattle University Law Review, Forthcoming, European Corporate Governance Institute - Law Working Paper No. 699/2023
Number of pages: 31 Posted: 24 Mar 2023 Last Revised: 04 May 2023
Jill E. Fisch
University of Pennsylvania Carey Law School
Downloads 311 (169,528)

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Corporate governance, diversity, equity & inclusion, DEI, institutional investors, leadership, board & C-suite composition, fiduciary duty, environmental, social & governance investing, ESG

58.

The Trouble with Basic: Price Distortion after Halliburton

Washington University Law Review, Vol. 90, P. 895, 2013, U of Penn, Inst for Law & Econ Research Paper No. 12-30
Number of pages: 39 Posted: 27 Sep 2012 Last Revised: 03 Mar 2015
Jill E. Fisch
University of Pennsylvania Carey Law School
Downloads 310 (169,528)
Citation 1

Abstract:

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securities litigation, fraud-on-the-market, market efficiency, rule 10b-5, class action, behavioral finance

59.

The Role of Shareholder Primacy in Institutional Choice

Number of pages: 39 Posted: 05 May 2005
Jill E. Fisch
University of Pennsylvania Carey Law School
Downloads 302 (174,191)

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60.

Standing Voting Instructions: Empowering the Excluded Retail Investor

Minnesota Law Review, Vol. 102, p. 11, 2017, U of Penn, Inst for Law & Econ Research Paper No. 17-23, European Corporate Governance Institute (ECGI) - Law Working Paper No. 360/2017
Number of pages: 50 Posted: 13 Jun 2017 Last Revised: 02 Jan 2018
Jill E. Fisch
University of Pennsylvania Carey Law School
Downloads 295 (178,556)
Citation 2

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Corporate governance, directors, boards, shareholders, shareholder rights, shareholder voting, corporate elections, corporate ballot, proxy fights, proxy contests, retail investors, broker voting, innovation, technological innovations in voting, standing voting instructions, SVI

61.

Mutual Fund Stewardship and the Empty Voting Problem

U of Penn, Inst for Law & Econ Research Paper No. 21-28, Brooklyn Journal of Corporate, Financial & Commercial Law, Forthcoming, European Corporate Governance Institute - Law Working Paper No. 612/2021
Number of pages: 29 Posted: 11 Oct 2021 Last Revised: 21 Oct 2021
Jill E. Fisch
University of Pennsylvania Carey Law School
Downloads 292 (180,467)
Citation 2

Abstract:

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Securities law & regulation, corporate governance, institutional investors, shareholder voting, shareholders, principal-agent problem, economic, social & governance activism, ESG, passive investors, empty voting

62.

Securities Intermediaries and the Separation of Ownership from Control

Seattle University Law Review, Vol. 33, p. 877, 2010, University of Pennsylvania, Inst for Law & Econ Research Paper No. 10-25
Number of pages: 13 Posted: 21 Oct 2010
Jill E. Fisch
University of Pennsylvania Carey Law School
Downloads 291 (181,092)
Citation 2

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Corporations, Corporate Governance, Gorporate Finance, Capitalism, Adolf Berle, Gardiner Means, Shareholder Primacy, Intermediation Between Ownership and Control, Agency Theory, Agency Costs

63.

The Analyst as Fiduciary: A Misguided Quest for Analyst Independence?

Number of pages: 53 Posted: 05 Oct 2006
Jill E. Fisch
University of Pennsylvania Carey Law School
Downloads 285 (185,051)
Citation 1

Abstract:

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research, analyst, conflicts of interest, securities regulation

The Knowledge Gap in Workplace Retirement Investing and the Role of Professional Advisors

Duke Law Journal, Vol. 66, P. 633, 2016, U of Penn, Inst for Law & Econ Research Paper No. 15-33
Number of pages: 40 Posted: 11 Jul 2015 Last Revised: 21 Feb 2017
Jill E. Fisch, Tess Wilkinson‐Ryan and Krin Irvine
University of Pennsylvania Carey Law School, University of Pennsylvania Carey Law School and University of Chicago, Booth School of Business, Students
Downloads 202 (257,723)
Citation 2

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financial literacy, investor behavior, investor returns, empirical research, behavioral decision research, mutual funds, investor experience, investor knowledge

Investor Financial Literacy in the Workplace

CFS Working Paper No. 554
Number of pages: 43 Posted: 13 Nov 2016
Jill E. Fisch, Tess Wilkinson‐Ryan and Krin Irvine
University of Pennsylvania Carey Law School, University of Pennsylvania Carey Law School and University of Chicago, Booth School of Business, Students
Downloads 78 (534,326)

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65.

A Lesson from Startups: Contracting Out of Shareholder Appraisal

U of Penn, Inst for Law & Econ Research Paper No. 20-47, European Corporate Governance Institute - Law Working Paper No. 537/2020, Iowa Law Review, Forthcoming
Number of pages: 59 Posted: 18 Aug 2020 Last Revised: 15 Mar 2021
Jill E. Fisch
University of Pennsylvania Carey Law School
Downloads 269 (196,970)

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Law & economics, publicly vs. privately held corporations, mergers & acquisitions, M&A, securities valuation, appraisal arbitrage, shareholder litigation, corporate charters & bylaws, Delaware General Corporation Law, DGCL, Model Business Corporation Act, MBCA

66.

Confronting the Circularity Problem in Private Securities Litigation

Wisconsin Law Review, Vol. 2009, p. 333, 2009, U of Penn, Inst for Law & Econ Research Paper No. 09-14
Number of pages: 19 Posted: 17 Apr 2009 Last Revised: 20 Jan 2011
Jill E. Fisch
University of Pennsylvania Carey Law School
Downloads 256 (206,184)
Citation 7

Abstract:

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securities law, corporations, corporate misconduct, fraud-based trading losses, damages, transfer payments, inefficiency, deterrence, disclosure, transparency, corporate governance externality, market efficiency

67.

Shareholder Proposals and the Debate over Sustainability Disclosure

U of Penn, Inst for Law & Econ Research Paper No. 23-29 , in Board-Shareholder Dialogue: Policy Debate, Legal Constraints and Best Practices (Cambridge Univ. Press, forthcoming)
Number of pages: 19 Posted: 14 Jun 2023
Jill E. Fisch and Adriana Robertson
University of Pennsylvania Carey Law School and University of Chicago Law School
Downloads 246 (216,078)

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SEC rule, mandatory disclosure, private ordering, shareholders, investor support, corporate sustainability, capital markets, ESG, public companies, sustainability disclosure, EU regulatory mandates, climate-related disclosure, Rule 14a-8, shareholder proposals

68.

Aggregation, Auctions and Other Developments in the Selection of Lead Counsel Under the Pslra

Number of pages: 61 Posted: 08 Mar 2001
Jill E. Fisch
University of Pennsylvania Carey Law School
Downloads 230 (228,950)
Citation 2

Abstract:

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69.

Centros, California's 'Women on Boards' Statute and the Scope of Regulatory Competition

European Business Organization Law Review, Vol. 20, p. 493, 2019, U of Penn, Inst for Law & Econ Research Paper No. 19-23, European Corporate Governance Institute (ECGI) - Law Working Paper No. 454/2019
Number of pages: 39 Posted: 15 May 2019 Last Revised: 13 Dec 2019
Jill E. Fisch and Steven Davidoff Solomon
University of Pennsylvania Carey Law School and University of California, Berkeley - School of Law
Downloads 214 (244,998)

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corporations, corporate law, comparative law, European company law, EU & US regulatory competition, Centros, corporate charters, internal affairs doctrine, shareholder primacy norm, social ordering, SB 826, California 'Women on Boards' Statute

70.

Friends in High Places: Political Ties and SEC Oversight of Foreign Firms

U of Penn, Inst for Law & Econ Research Paper No. 22-27, Proceedings of the EUROFIDAI-ESSEC Paris December Finance Meeting 2022, European Corporate Governance Institute – Finance Working Paper No. 853/2022
Number of pages: 69 Posted: 13 Sep 2022 Last Revised: 02 Apr 2023
Jill E. Fisch and Xian Gu
University of Pennsylvania Carey Law School and Durham University Business School
Downloads 199 (261,832)

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political relationship; SEC; comment letters; enforcement actions

71.

Family Ties: Salman and the Scope of Insider Trading

Stanford Law Review Online, Vol. 69, P. 46, 2016, U of Penn, Inst for Law & Econ Research Paper No. 16-26
Number of pages: 10 Posted: 07 Oct 2016
Jill E. Fisch
University of Pennsylvania Carey Law School
Downloads 156 (323,561)

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Securities Law, Insider Trading, Criminal Law, Personal Benefit Test, Gift of Confidential Information to a Relative, Family or Familial Relationship, Tippee, Salman, Dirks, Breach of Fiduciary Duty

72.

The New Governance and the Challenge of Litigation Bylaws

Brooklyn Law Review, Vol. 81, P. 1637, 2016, U of Penn, Inst for Law & Econ Research Paper No. 16-1
Number of pages: 45 Posted: 05 Jan 2016 Last Revised: 28 Aug 2016
Jill E. Fisch
University of Pennsylvania Carey Law School
Downloads 154 (327,058)

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Delaware general corporation law, shareholder litigation, fee-shifting, loser pays, corporate charters and bylaws, institutional investors, private ordering, agency problems, Boilermakers v. Chevron, ATP Tour, Inc. v. Deutscher Tennis Bund

73.

Constructive Ambiguity and Judicial Development of Insider Trading

SMU Law Review, Vol. 71, Pg. 749, 2018, U of Penn Law School, Public Law Research Paper No. 18-41
Number of pages: 19 Posted: 14 Dec 2018
Jill E. Fisch
University of Pennsylvania Carey Law School
Downloads 91 (481,221)
Citation 1

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Securities regulation, insider trading, Securities & Exchange Commission v. Texas Gulf Sulphur, TGS, fraud, judicial lawmaking, United States v. Newman, Salman, Martoma, Dirks v. SEC, Supreme Court of the United States, SCOTUS, fiduciary duty, material nonpublic information

74.

Federal Securities Fraud Litigation as a Lawmaking Partnership

Washington University Law Review, Vol. 93, Pg. 453, 2015, U of Penn, Inst for Law & Econ Research Paper No. 16-28
Number of pages: 35 Posted: 15 Nov 2016
Jill E. Fisch
University of Pennsylvania Carey Law School
Downloads 83 (509,185)

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Securities regulation, law and economics, legislation, statutory construction, textualism, Supreme Court of the United States, SCOTUS, fiduciary duty, Securities and Exchange Commission, SEC, insider trading, private enforcement

75.

Lawyers on the Auction Block: Evaluating the Selection of Class Counsel by Auction

Posted: 04 Oct 2001
Jill E. Fisch
University of Pennsylvania Carey Law School

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Class Actions, Lead Counsel Auctions, Institutional Investors, Securities Litigation

76.

The Scope of Private Securities Litigation: In Search of Liability Standards for Secondary Defendants

Posted: 12 Nov 1999
Jill E. Fisch
University of Pennsylvania Carey Law School

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77.

Class Action Reform, Qui Tam, and the Role of the Plaintiff

Law and Contemporary Problems, Vol. 60, No. 4, Autumn 1997
Posted: 28 Jan 1999
Jill E. Fisch
University of Pennsylvania Carey Law School

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78.

Can Internet Offerings Bridge the Small Business Capital Barrier?

Posted: 20 Sep 1998
Jill E. Fisch
University of Pennsylvania Carey Law School

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79.

Retroactivity and Legal Change: An Equilibrium Approach

In 110 Harvard Law Review 1055, (1997).
Posted: 27 Oct 1997
Jill E. Fisch
University of Pennsylvania Carey Law School

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80.

Taking Boards Seriously?

Cardozo Law Review, Vol. 19, No. 2 (1997) (Symposium on the Essays of Warren Buffett).
Posted: 02 May 1997
Jill E. Fisch
University of Pennsylvania Carey Law School

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Other Papers (1)

Total Downloads: 22
1.

Appendix Material for After Halliburton: Event Studies and Their Role in Federal Securities Fraud Litigation

Number of pages: 14 Posted: 22 Sep 2021
Jill E. Fisch, Jonah B. Gelbach and Jonathan Klick
University of Pennsylvania Carey Law School, University of California, Berkeley - School of Law and University of Pennsylvania Carey Law School
Downloads 22

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