The paper studies bargaining games involving players with present-biased preferences. The paper shows that the relative timing of bargaining rewards and bargaining costs will determine whether the players' present-bias will affect bargaining outcomes. In cases where players agree to a bargain in...

This article argues that securities lawyers help reduce transactional complexity in initial public offerings by acting as informational intermediaries. The complexity of IPOs is due to three principal factors. First, IPOs involve large number of parties – managers, accountants, underwriters,...

Paying a dividend, repurchasing shares, underpricing an initial public offering, pledging collateral, and borrowing using short-term, instead of long-term debt, are all forms of corporate communications. They are “corporate signals” that tell investors certain things about a company's...

Agency explanations of the venture capital process routinely assume that entrepreneurs and venture capitalists have time-consistent (“TC”) preferences, and thus perfect self-control. Given the growing evidence on self-control problems, from both experiments and field studies, it is natural...

This article shows that the behavior of perfectly rational financial actors can cause financial meltdowns like the ones that occurred in 2007 and 2008. It analyzes the nature of informational asymmetries and group pathologies common in financial transactions and the role of intermediaries and...

My article, “Corporate Actors, Corporate Crimes and Time-Inconsistent Preferences” was part of a symposium in the Virginia Journal of Criminal Law. This is a Response to the Comments to that article: Miriam Baer, “Temporal Inconsistency and the Regulation of Corporate Misconduct”; Adam...

In theory, large institutional investors are in an excellent position to overcome collective action problems and form voting coalitions to actively monitor and discipline managers of public corporations. This article argues that it is highly unlikely that voting coalitions of institutional...

This article models the long-term relationship between managers and shareholders as a multi-stage (repeated) bargaining game. In each stage of the game, the parties reach explicit and tacit bargains to divide two types of stakes: “substantive” or monetary stakes, such as dividends, retained...