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Series

Corporations

2007

Corporate Finance

Articles 1 - 2 of 2

Full-Text Articles in Law

Hedge Funds And Governance Targets, William W. Bratton Jan 2007

Hedge Funds And Governance Targets, William W. Bratton

All Faculty Scholarship

Corporate governance interventions by hedge fund shareholders are triggering debates between advocates of management empowerment and advocates of aggressive monitoring by actors in the capital markets. This Article intervenes with an empirical question: What, based on the record so far, have the hedge funds actually done to their targets? Information has been collected on 130 domestic firms identified in the business press since 2002 as targets of activist hedge funds, including the funds’ demands, their tactics, and the results of their interventions for the targets’ governance and finance. The survey results show that the hedge funds have an enviable record …


Private Standards, Public Governance: A New Look At The Financial Accounting Standards Board, William W. Bratton Jan 2007

Private Standards, Public Governance: A New Look At The Financial Accounting Standards Board, William W. Bratton

All Faculty Scholarship

The Financial Accounting Standards Board (the “FASB”) presents a puzzle: How has this private standard setter managed simultaneously (1) to remain independent, (2) to achieve institutional stability and legitimacy, and (3) to operate in a politicized context in the teeth of op-position from its own constituents? This Article looks to governance design to account for this institutional success. The FASB’s founders made a strategic choice to create a regulatory agency that sought independence rather than political responsiveness. The FASB also set out a coherent theory of accounting, the “Conceptual Framework,” to contain and direct its decisions. The Conceptual Framework contributed …