Areas of Expertise
- Corporations
- Mergers and acquisitions
- Foundations of the regulatory state
- Contemporary corporate law scholarship reading group
Education
- B.A. Yale, 1971
- J.D., Harvard, 1975.
Detailed Biography
Senior articles editor, Harvard Civil Rights-Civil Liberties Law Review. Law clerk to the Hon. William E. Doyle, U.S. Court of Appeals for the Tenth Circuit, 1975-76. Practiced law at Cleary, Gottlieb, Steen & Hamilton, New York, specializing in corporate law and securities litigation and transactions, 1976-79. Attorney at U.S. Department of the Treasury, 1979-81, advising on such issues as loan guarantees for Chrysler, the Synfuels Corporation, and New York City; deregulation of financial institutions; and regulation of financial futures trading. Taught at New York University School of Law, 1982-88. Joined the Columbia faculty in 1988.
Publications
Recent publications include "What Enron Means for the Management and Control of the Modern Business Corporation: Some Initial Reflections," 69 Univ. of Chicago Law Review 1233 (2002); "Controlling Controlling Shareholders," 152 Univ. of Pennsylvania Law Review 785 (2003) (with Ronald Gilson); and "An American Perspective on Anti-Takeover Laws in the EU: A German Example," in Modern Company and Takeover Law in Europe (2004). Co-editor of Convergence and Persistence in Corporate Governance (Cambridge Univ. Press 2004) (with Mark Roe). Current issues of scholarly interest are corporate governance, mergers and acquisitions, the regulation of capital markets and financial fiduciaries, and adjustment costs of economic change. Current teaching includes corporations, mergers and acquisitions, foundations of the regulatory state, and a contemporary corporate law scholarship reading group.