Corporate Law Policy

This seminar examines a range of policy issues in corporate law. We will examine these issues not only in the context of public firms (which tend to attract nearly all the attention in corporate law debates), but also in the context of financial institutions (which pose unique risks due to the way they are financed and the impact they can have on the rest of the economy). As part of the course, we will analyze the legal and economic arguments that shape the policy debates and also the quality of the empirical evidence. Empirical research is increasingly used in policymaking and litigation, and therefore one of the main goals of this course is to expose students to this kind of research and provide them with tools to think critically about it. Some of the topics we will study include the following: issues in companies with a controlling shareholder, hedge fund activism, institutional investors, issues in mergers and acquisitions, and the interaction between regulation and corporate governance in the context of financial intermediaries.