Corporate Therapeutics at the Securities and Exchange Commission

48 Pages Posted: 11 Mar 2009  

Jayne W. Barnard

William & Mary Law School

Date Written: November 6, 2008

Abstract

The Securities and Exchange Commission in recent years has often employed its remedial powers to shape corporate governance norms. By negotiating "therapeutic undertakings" as a condition of settlement, the SEC has forced scores of corporations to redesign their boards, fire top executives, realign incentives, create compliance bureaucracies, and submit to the oversight of unaccountable consultants. In this Article, Professor Barnard examines the origins, evolution, and current use of therapeutic sanctions at the SEC. She then explores the most problematic aspects of the SEC's current practice and proposes several corrective measures

Keywords: corporate governance, settlements, undertakings, SEC

Suggested Citation

Barnard, Jayne W., Corporate Therapeutics at the Securities and Exchange Commission (November 6, 2008). Columbia Business Law Review, 2008. Available at SSRN: https://ssrn.com/abstract=1291846

Jayne W. Barnard (Contact Author)

William & Mary Law School ( email )

South Henry Street
P.O. Box 8795
Williamsburg, VA 23187-8795
United States
(757) 221-3849 (Phone)
(757) 221-3261 (Fax)

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