Matteo Gatti

Rutgers, The State University of New Jersey - Rutgers Law School

Professor of Law

Newark, NJ

United States

European Corporate Governance Institute (ECGI)

c/o the Royal Academies of Belgium

Rue Ducale 1 Hertogsstraat

1000 Brussels

Belgium

  • Rutgers, The State University of New Jersey - Rutgers Law School

  • European Corporate Governance Institute (ECGI)

SCHOLARLY PAPERS

22

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TOTAL CITATIONS
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Top 29,576

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23

Scholarly Papers (22)

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1.

Is There a Uniform EU Securities Law After the Financial Services Action Plan?

Stanford Journal of Law, Business, and Finance, Vol. 14, No. 1, 2008
Number of pages: 40 Posted: 27 Apr 2007 Last Revised: 13 Feb 2015
Luca Enriques and Matteo Gatti
Bocconi University - Bocconi Law Department and Rutgers, The State University of New Jersey - Rutgers Law School
Downloads 2,182 (14,922)
Citation 2

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Securities Regulation, EC, Financial Services Action Plan, Prospectus Directive, Market Abuse Directive, Takeover Bids Directive, Transparency Directive, Conflict of Laws, Harmonization

2.

Creeping Acquisitions in Europe: Enabling Companies to Be Better Safe than Sorry

European Corporate Governance Institute (ECGI) - Law Working Paper No. 264/2014, Oxford Legal Studies Research Paper No. 69/2014
Number of pages: 69 Posted: 10 Sep 2014 Last Revised: 12 Dec 2014
Luca Enriques and Matteo Gatti
Bocconi University - Bocconi Law Department and Rutgers, The State University of New Jersey - Rutgers Law School
Downloads 1,106 (41,907)
Citation 10

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Corporate Governance, Mergers and Acquisitions, Takeovers, Creeping Acquisition, Tender Offer, Mandatory Bid Rule, Poison Pill, Enabling Rules, Hedge Fund Activism, Substantial Acquisition Rules, European Takeover Regulation

3.

How the EU Sustainability Due Diligence Directive Could Reshape Corporate America

78 Stanford Law Review (forthcoming), European Corporate Governance Institute - Law Working Paper No. 817/2025, Rutgers Law School Research Paper Forthcoming
Number of pages: 57 Posted: 06 Jan 2025 Last Revised: 04 Mar 2025
Luca Enriques, Matteo Gatti and Roy Shapira
Bocconi University - Bocconi Law Department, Rutgers, The State University of New Jersey - Rutgers Law School and Stigler Center, University of Chicago Booth School of Business
Downloads 1,042 (45,631)

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Corporate Law, Brussels Effect, Oversight Duties, Caremark, Corporate Governance, Director Liability, ESG, Net Zero Targets, Sustainability Due Diligence, International Law

4.

The Uneasy Case for Top-Down Corporate Law Harmonization in the European Union

University of Pennsylvania Journal of International Economic Law, Vol. 27, pp. 939-998, 2006
Number of pages: 60 Posted: 03 Feb 2006 Last Revised: 13 Feb 2015
Luca Enriques and Matteo Gatti
Bocconi University - Bocconi Law Department and Rutgers, The State University of New Jersey - Rutgers Law School
Downloads 844 (60,976)
Citation 2

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Corporate Law, European Union, EC Company Law, Harmonization, Corporate Governance, Company Law Action Plan, Regulatory Competition, Cross-Border Mergers, Shareholder Rights, Cross-Border Voting, Dual-Class Shares, Pyramids

5.

EC Reforms of Corporate Governance and Capital Markets Law: Do They Tackle Insiders' Opportunism?

Number of pages: 33 Posted: 02 Mar 2006 Last Revised: 13 Feb 2015
Luca Enriques and Matteo Gatti
Bocconi University - Bocconi Law Department and Rutgers, The State University of New Jersey - Rutgers Law School
Downloads 817 (63,703)
Citation 5

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Corporate Governance, Capital Markets, European Community, FSAP, Private Benefits of Control, Insiders' Opportunism, Investors' Protection

6.

How Does Board-Shareholder Engagement Really Work? Evidence from a Survey of Corporate Officers and from Disclosure Data

Board-Shareholder Dialogue: Policy Debate, Legal Constraints and Best Practices (Luca Enriques & Giovanni Strampelli eds., 2024, Cambridge University Press), Forthcoming, Bocconi Legal Studies Research Paper No. 4256925
Number of pages: 30 Posted: 02 Nov 2022 Last Revised: 06 Jun 2023
Matteo Gatti, Giovanni Strampelli and Matteo Tonello
Rutgers, The State University of New Jersey - Rutgers Law School, Bocconi University - Department of Law and The Conference Board, Inc.
Downloads 629 (89,445)

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Shareholder Engagement, Corporate Governance, ESG, Board of DIrectors, Institutional Investors, Stewardship, Hedge Funds, Shareholder Proposals, Proxy Season, Corporations, Disclosure

7.

The Power to Decide on Takeovers: Directors or Shareholders, What Difference Does It Make?

Fordham Journal of Corporate and Financial Law, Vol. 1, No. 20, 2014, Rutgers School of Law-Newark Research Paper No. 132
Number of pages: 72 Posted: 25 Sep 2013 Last Revised: 15 Dec 2014
Matteo Gatti
Rutgers, The State University of New Jersey - Rutgers Law School
Downloads 616 (91,811)
Citation 1

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Takeovers, Defenses, Tender Offers, Market for Corporate Control, Corporate Governance, Directors, Shareholders, Delaware, Board Neutrality Rule, Poison Pills

8.

Corporate Governing: Understanding Corporations as Agents of Socioeconomic Change

European Corporate Governance Institute - Law Working Paper No. 730/2023
Number of pages: 71 Posted: 07 Aug 2023 Last Revised: 26 Mar 2024
Matteo Gatti
Rutgers, The State University of New Jersey - Rutgers Law School
Downloads 602 (94,570)

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Corporations, Stakeholder Capitalism, Stakeholderism, ESG, CSR, Social Activism, Corporate Governance, Politics, Corporate Lobbying, Corporate Purpose, Corporate Law, Corporate Constituencies, Corporate Governance, Shareholder Primacy, Corporate Speech, Social Advocacy,

9.

Can a Broader Corporate Purpose Redress Inequality? The Stakeholder Approach Chimera

46 J. Corp. L. 1 (2020)
Number of pages: 73 Posted: 08 Apr 2020 Last Revised: 08 Jul 2021
Matteo Gatti and Chrystin D. Ondersma
Rutgers, The State University of New Jersey - Rutgers Law School and Rutgers University School of Law
Downloads 542 (107,895)
Citation 1

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Stakeholders, Directors, Fiduciary Duties, Stakeholder Approach, Corporate Purpose, Corporate Law, Corporate Constituencies, Corporate Governance, Shareholder Primacy, Lobbying, Antitrust, Labor Market Institutions, Progressive Taxation, Inequality

10.

Death by a Thousand Cuts: The Hostile Bids Regime in Europe, 2004-2023

European Corporate Governance Institute - Law Working Paper No. 755/2024, Rutgers Law School Research Paper Forthcoming
Number of pages: 29 Posted: 26 Feb 2024 Last Revised: 21 Jan 2025
Luca Enriques and Matteo Gatti
Bocconi University - Bocconi Law Department and Rutgers, The State University of New Jersey - Rutgers Law School
Downloads 526 (111,991)

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Corporate Governance, Corporate Law, Market for Corporate Control, European Takeover Bids Directive, Hostile Takeovers, Mergers and Acquisitions, Takeover Defenses

11.

Stakeholder Syndrome: Does Stakeholderism Derail Effective Protections for Weaker Constituencies?

100 North Carolina law Review 167 (2021)
Number of pages: 71 Posted: 01 Mar 2021 Last Revised: 16 Feb 2022
Matteo Gatti and Chrystin D. Ondersma
Rutgers, The State University of New Jersey - Rutgers Law School and Rutgers University School of Law
Downloads 488 (122,632)

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Stakeholders, Directors, Fiduciary Duties, Stakeholder Approach, Stakeholderism, Corporate Purpose, Corporate Law, Weaker Constituencies, Corporate Governance, Shareholder Primacy, Lobbying, Antitrust, Labor Market Institutions, Inequality, Unions, Minimum Wage, Monopsony, Fissured Workplace

12.

It's My Stock and I'll Vote If I Want To: Conflicted Voting by Shareholders in (Hostile) M&A Deals

University of Memphis Law Review, Vol. 47, No. 1, 2016
Number of pages: 110 Posted: 28 Feb 2016 Last Revised: 08 Jul 2021
Matteo Gatti
Rutgers, The State University of New Jersey - Rutgers Law School
Downloads 451 (134,826)
Citation 1

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Mergers and Acquisitions, Takeovers, Tender Offers, Poison Pills, Delaware Corporate Law, Shareholders, Directors, Proxy Fights, Conflict of Interest, Shareholder Voting

13.

Upsetting Deals and Reform Loop: Can Companies and M&A Law in Europe Adapt to the Market for Corporate Control?

25 Columbia Journal of European Law 1 (2019)
Number of pages: 75 Posted: 23 Jul 2018 Last Revised: 08 Jul 2021
Matteo Gatti
Rutgers, The State University of New Jersey - Rutgers Law School
Downloads 437 (139,988)

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Takeover Law, M&A Law, Market for Corporate Control, Europe, Legal Reform, EU Law, Takeovers, Mandatory Bid Rule, Creeping Acquisitions, Defenses, Poison Pill, Rules v. Standards, Adaptability, Private Ordering, Judicial Review

14.

Interested Voting

48 Brigham Young University Law Review 1619 (2023)
Number of pages: 78 Posted: 17 Dec 2021 Last Revised: 12 Jun 2023
Matteo Gatti
Rutgers, The State University of New Jersey - Rutgers Law School
Downloads 408 (151,531)

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Corporations, Shareholders, Shareholder Voting, Corporate Governance, Interested Shareholders, Interested Voting, Conflicts of Interest, Institutional Investors, M&A, Corwin, Disinterest, Shareholder Approval, Proxy Fights, Unocal, Controlling Shareholder

15.

Did Delaware Really Kill Corporate Law? Shareholder Protection in a Post-Corwin World

16 N.Y.U. J. L. & Bus. 345 (2020), Rutgers Law School Research Paper
Number of pages: 74 Posted: 13 Jul 2020
Matteo Gatti
Rutgers, The State University of New Jersey - Rutgers Law School
Downloads 297 (214,322)

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Corporations, M&A, Mergers, Corporate Governance, Shareholder Litigation, Fiduciary Duties, Revlon, Corwin, Shareholder Approval, Business Judgment Rule, Coercion, Disinterest, Full Information

16.

Corporate Governance for Carbon Majors

European Corporate Governance Institute - Law Working Paper No. 787/2024, Rutgers Law School Research Paper Forthcoming
Number of pages: 44 Posted: 08 Jul 2024
Matteo Gatti, Suren Gomtsian and Alessandro Romano
Rutgers, The State University of New Jersey - Rutgers Law School, London School of Economics - Law School and Bocconi University - Department of Law
Downloads 246 (259,753)

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corporate governance, climate change, corporate purpose, directors’ duties

17.

Reconsidering the Merger Process: Approval Patterns, Timeline, and Shareholders' Role

69 Hastings Law Journal 835 (2018)
Number of pages: 90 Posted: 02 Oct 2017 Last Revised: 08 Jul 2021
Matteo Gatti
Rutgers, The State University of New Jersey - Rutgers Law School
Downloads 237 (269,250)
Citation 1

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Mergers and Acquisitions, Mergers, Tender Offers, Shareholders, Directors, Shareholder Voting; Shareholder Meeting

18.

Board-Shareholder Engagement Practices: Findings from a Survey of Sec-Registered Companies

Director Notes, December 2019
Number of pages: 44 Posted: 08 Jan 2020
Matteo Tonello and Matteo Gatti
The Conference Board, Inc. and Rutgers, The State University of New Jersey - Rutgers Law School
Downloads 225 (283,218)

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19.

Optionality Arrangements and Reciprocity in the European Takeover Directive

European Business Organization Law Review (EBOR), Vol. 6, pp. 553-579, 2005
Number of pages: 27 Posted: 03 Feb 2006 Last Revised: 13 Feb 2015
Matteo Gatti
Rutgers, The State University of New Jersey - Rutgers Law School
Downloads 199 (317,974)

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Takeovers, tender offers, market for corporate control, defenses, corporate governance, contractual freedom, EU directives, reciprocity, opt-in, opt-out

20.

Barking without Biting: How Corwin Did Not Change M&A

Fordham Law Legal Studies Research Paper No.4988673, European Corporate Governance Institute - Law Working Paper No. 808/2024, Rutgers Law School Research Paper Forthcoming
Number of pages: 74 Posted: 15 Oct 2024 Last Revised: 21 Oct 2024
Matteo Gatti and Martin Gelter
Rutgers, The State University of New Jersey - Rutgers Law School and Fordham University School of Law
Downloads 198 (319,445)

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mergers, takeovers, Delaware, Corwin, deal protections, termination fees, merger agreements, auctions, Corporations, M&A, Mergers, Corporate Governance, Shareholder Litigation, Fiduciary Duties, Revlon, Shareholder Approval, Business Judgment Rule, Coercion, Disinterest, Full Information

21.

The Perils of a Stakeholderist Corporate Law Reform: A Reply to Professor Kovvali

123 Colum. L. Rev. Forum 229 (2023)
Number of pages: 23 Posted: 28 Aug 2023 Last Revised: 07 Dec 2023
Matteo Gatti and Chrystin D. Ondersma
Rutgers, The State University of New Jersey - Rutgers Law School and Rutgers University School of Law
Downloads 160 (386,077)

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Corporations, Stakeholderism, Stakeholder Governance, Reform, Shareholder Primacy, Weaker Constituencies, Constituency Statutes

22.

Is Short-Termism Ruining Corporate America? Review of "Missing the Target: Why Stock-Market Short-Termism Is Not the Problem" by Mark J. Roe

Number of pages: 21 Posted: 07 Dec 2022 Last Revised: 13 Jun 2024
Matteo Gatti
Rutgers, The State University of New Jersey - Rutgers Law School
Downloads 149 (409,852)

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Short-termism, quarterly capitalism, stock market, market analysts, shareholder activism, takeovers, R&D, capex, investment, buybacks, board autonomy, blockholders, board insulation, bubbles, corporate governance, Delaware, hedge funds, holding duration, investor horizons, long-term