Review Publications

Gender disclosure rules can make a difference ECGI Blog

The Impact of a Principles-Based Approach to Director Gender Diversity Policy Harvard Law School Forum on Corporate Governanceโ€™s blog

Trading in Textbooks for Newspapers Directors & Boards Newsletter

T-Mobile’s eccentric CEO isn’t the right person to lead WeWork CNN Perspectives

WeWork for Adam Neumann Ethical Boardroom Magazine, Autumn 2019

THE PURPOSE DEBATE Three Problems With the Stakeholder Theory Directors & Boards 2019 Third Quarter

SOXโ€™s Financial-Expert Requirement 15 Years Later Directors & Boards Magazine Annual Report 2018

Unequal Voting and the Business Judgement Rule Harvard law School Forum on Corporate Governance and Financial Regulation

Snap’s Not Looking to Chat with Shareholders Directors and Boards Magazine, Fourth Quarter 2017

“On Leadership: An Interview with Kenneth C. Frazier, President & CEO of Merck & Co. Inc. ACC (2017)

Snap’s Not Looking to Chat with Shareholders Directors & Boards electronic magazine

E. Merrick Dodd and the Rise and Fall of Corporate Stakeholder Theory 72 Business Lawyer 735 ( Summer 2017)

ExxonMobil and the ‘Rexit’ retirement package Ethical Boardroom

How Delaware May Be Dethroned and Why It Should Not Harvard Law School Forum on Corporate Governance and Financial Regulation

Climate change and the corporate board: Too hot not to handle? Directors & Boards magazine, First Quarter 2017

The Governmentโ€™s giant shadow in the boardroom (PDF) ๐Ÿ“„ Directors & Boards magazine, Second Quarter 2016

FMA Roundtable on New Developments in European Corporate Governance 29 Journal of Applied Corporate Finance 50 (Winer 2017)

The Bug at Volkswagen: Lessons in Co-Determination, Ownership and Board Structure Co-authored with Craig K. Ferrere and Nicholas Goossenโ€” 27 JOURNAL OF APPLIED CORPORATE FINANCE 36 (2015)

The Compliance Conundrum (PDF) ๐Ÿ“„ Ethisphere, Fall 2015

The pay ratio rule: Get ready, get going (PDF) ๐Ÿ“„ Directors & Boards magazine, Third Quarter 2014

Comment Letter โ€“ Farm Credit Administration (PDF) ๐Ÿ“„ April 29, 2014

William P. Lauder on governing the controlled corporation (PDF) ๐Ÿ“„ Directors & Boards magazine, Annual Report 2014

A New Kind of Captured Board Directors & Boards magazine, First Quarter 2014

Comment Letter โ€“ Securities and Exchange Commission (Pay Ratio Disclosure) (PDF) ๐Ÿ“„ December 4, 2013

Surplus, Agency Theory and the Hobbesian Corporation (PDF) ๐Ÿ“„ Wake Forest Law Review, Fall 2013

Executive Superstars, Peer Groups and Overcompensation Journal of Corporation Law, Spring 2013

Peer Groups โ€“ Understanding CEO Compensation and a Proposal for a New Approach (PDF) ๐Ÿ“„ Directors Notes, The Conference Board, April 2013

When Searching for a CEO, thereโ€™s No Place Like Home The Wall Street Journal, 10/29/12

Dual Class Stock: Governance at the Edge (PDF) ๐Ÿ“„ Directors & Boards magazine, Third Quarter 2012

Compensation and the Myth of the Corporate Superstar Harvard Business Review, February 1, 2012

What is a CEO worth? Donโ€™t look to peers (PDF) ๐Ÿ“„ Directors & Boards, Q3 2011

Report of the Round Table on Proxy Governance (PDF) ๐Ÿ“„ August 2011

Punting Peer Groups: Resolving the Compensation Conundrum (PDF) ๐Ÿ“„ BNA Corporate Governance Report

Report of the Study Group on Corporate Boards โ€œBridging Board Gapsโ€ (PDF) ๐Ÿ“„ 2011

The Great Divide (PDF) ๐Ÿ“„ Directors & Boards magazine, First Quarter 2010

Director term limits come up for review (PDF) ๐Ÿ“„ Directors & Boards magazine, Second Quarter 2008

Ed Woolard: A life in governance (PDF) ๐Ÿ“„ Directors & Boards, Fall 2000

Why Do Companies Going Public Choose Controversial Governance Structures, and Why Do Investors Let Them? The Columbia Law School Blue Sky Blog