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SelectedWorks

John W Verret

2010

Corporations

Articles 1 - 2 of 2

Full-Text Articles in Law

Defending Against Shareholder Proxy Access: Delaware's Future Reviewing Company Defenses In The Era Of Dodd-Frank, J.W. Verret Aug 2010

Defending Against Shareholder Proxy Access: Delaware's Future Reviewing Company Defenses In The Era Of Dodd-Frank, J.W. Verret

John W Verret

The Dodd-Frank Wall Street Reform and Consumer Protection Act of 2010 has ensured that a shareholder’s ability to place nominees to the board onto the corporate ballot, an objective long advocated by the institutional investor community, will soon be implemented by the Securities and Exchange Commission. Advocates of proxy access urge that it will help hold boards of directors accountable to their owners. Critics argue that it will give conflicted shareholders, like unions and state pensions, power they will use to facilitate their political objectives at the expense of ordinary shareholders. The shareholder primacy and director primacy theories of corporate …


Separation Of Bank And State: The Bailout Meets Federal Budget Law, J.W. Verret Mar 2010

Separation Of Bank And State: The Bailout Meets Federal Budget Law, J.W. Verret

John W Verret

Existing legal and economic theory presumes a clear line between private firms and government regulating agencies. It generally assumes that corporations maximize profit in the factor markets and government regulators alleviate externalities in those markets. The circumstances of the financial crisis of 2008 have altered this existing dynamic. As a result of the bailout, the government now holds a controlling equity interest in many of the nation’s largest financial and automotive companies. As a prime example, the government owns a 34% voting, and thereby effectively controlling, equity interest in Citigroup, the nation’s largest bank. This article examines economic theory and …