Towards a True Corporate Republic : A Traditionalist Response to Bebchuk's Solution for Improving Corporate America

In this essay, Vice Chancellor Strine responds to Professor Bebchuk's proposal to empower stockholders to amend corporate charters. Critiquing that proposal from the perspective of a corporate law traditionalist, Strine notes that traditionalists will fear that the proposal will undermine managerial flexibility and will give clout to unaccountable institutional intermediaries. In a more constructive vein, the essay posits a reform of the corporate election system designed to address the legitimate concerns raised in Professor Bebchuk's thought-provoking article but in a traditionalist manner more consistent with the republican model of corporate democracy characteristic of American corporate law