In the fifteen years since Unocal Corp. v. Mesa Petroleum Co., the Delaware courts have developed a comprehensive legal framework for corporate control contests that has led to predictability in corporate governance and furthered the fundamental values of corporation law. Academic criticism of...

The current economic and political situation requires corporations and their boards to have bold visions for future growth with long-term investments, to make proactive efforts to modulate the pressures for short-term stock price increases and to take advantage of the valuable insights gained in...

Bubbles are recurring and inexplicable phenomena. Periodically, the seemingly irrational conduct of investors results in speculative quot;maniaquot; evidenced by skyrocketing stock prices and exaggerated enthusiasm. Virtually all market participants become absorbed in this mania, encouraging...

As boards of directors seek to implement the Dodd-Frank Act and other corporate governance reforms and to engage with shareholders, the key is to strike the right balance and bear in mind that good governance is a means to an end rather than an end in itself. The ultimate responsibility and...

This memorandum highlights some of the significant issues that boards of directors of U.S. companies face in 2008, including tremendous pressures to realize short-term stock-market gains at the expense of long-term value. These pressures have become acute as hedge funds and other activist...