Rethinking Retirement Savings
Vol. 134 No. 6
At the end of 2020, Americans held a collective $35 trillion in their retirement accounts. To put this in perspective, $35 trillion is larger...
Corporate Law
Controller Confusion: Realigning Controlling Stockholders and Controlled Boards
Vol. 133 No. 5
Corporate law has long been concerned with issues of control. In few matters is this concern as salient as Delaware’s heightened standards of judicial...
Flood v. Synutra International, Inc.
MFW Conditions Are in Place “Before Any Substantive Economic Negotiations” in Controlling Shareholder Transactions.
Vol. 132 No. 8
Deal Process Design in Management Buyouts
Vol. 130 No. 2
Management buyouts (MBOs) are an economically and legally significant class of transaction: not only do they account for more than $10 billion in deal...
In re ChinaCast Education Corp. Securities Litigation
Ninth Circuit Effectively Eliminates Adverse-Interest Exception as a Defense to Fraud-on-the-Market Claims.
Vol. 129 No. 8
C&J Energy Services, Inc. v. City of Miami General Employees’ & Sanitation Employees’ Retirement Trust
Delaware Supreme Court Holds that Board's Actions in Merger Did Not Violate Revlon Duties.
Vol. 128 No. 8
City of Providence v. First Citizens BancShares, Inc.
Delaware Chancery Court Upholds Delaware Corporation's Bylaw Designating Non-Delaware Exclusive Forum.
Vol. 128 No. 8
Kahn v. M&F Worldwide Corp.
Delaware Supreme Court Endorses Business Judgment Review for Going-Private Mergers with Dual Procedural Protections.
Vol. 128 No. 6
Hobby Lobby, Corporate Law, and the Theory of the Firm
Why for-profit corporations are RFRA persons
Vol. 127 No. 7
Corporate Political Speech: Who Decides?
Vol. 124 No. 1
In Corporate Political Speech: Who Decides?, Professors Lucian Bebchuk and Robert Jackson consider the implications of Citizens United for corporations and corporate governance. They argue that political speech decisions – whether and how to engage in corporate political speech – differ significantly from and should not be subject to the rules governing ordinary business decisions for which corporate decisionmaking structures were designed. Professors Bebchuk and Jackson develop proposals for corporate law rules designed to align political speech decisions with shareholder interests and protect dissenting minority shareholders.