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Judge Ralph Winter Lectureship on Corporate Law and Governance

The Judge Ralph Winter Lectureship on Corporate Law and Governance was established by former law clerks and students of Judge Winter to support lectures on corporate law and governance and related topics.

Judge Winter '60 is a Senior Judge on the U. S. Court of Appeals for the 2nd Circuit. He was the William K. Townsend Professor of Law at the Law School at the time of his appointment to the bench in 1982, and remains an adjunct Professor of Law. The lectureship commemorates Judge Winter's foundational corporate law scholarship and distinguished career as a jurist. His 1977 article, "State Law, Shareholder Protection, and the Theory of the Corporation," changed the terms of debate about the federal system of corporate law. Judge Frank Easterbrook has called the article “the single most important contribution to the economic analysis of corporate law since Ronald Coase published “The Nature of the Firm” in 1937.” In short, contemporary corporate law scholarship is unintelligible without referencing Judge Winter’s contribution.
Upcoming: Jeremy Stein, Department of Economics, Harvard University, April 23, 2015
Daron Acemoglu
, Department of Economics, MIT, September 23, 2013
Jean Tirole, Toulouse School of Economics, Dec. 3, 2012
Stephen A. Ross, Economics Department and Sloan School of Management, MIT, Feb. 27, 2012
Kenneth S. Rogoff, Department of Economics, Harvard University, February 14, 2011
Kenneth R. French, Tuck School of Business, Dartmouth College, November 5, 2009
Steven N. Kaplan, University of Chicago Booth School of Business, March 2, 2009
Reinier Kraakman '79, Harvard Law School, April 21, 2008
Daniel Fischel, Northwestern University School of Law, April 23, 2007
Paul Mahoney, University of Virginia School of Law, February 20, 2006
Hon. Frank H. Easterbrook, U.S. Court of Appeals for the Seventh Circuit, December 5, 2005

April 23, 2015

Jeremy Stein,  Moise Y. Safra Professor of Economics, Harvard University


September 23, 2013
  Daron Acemoglu, Elizabeth and James Killian Professor of Economics, MIT, "The Value of Political Connections in Turbulent Times: Evidence from the United States."
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December 3, 2012
  Jean Tirole, Scientific Director, The Institut d'Economie Industrielle and Chairman, Toulouse School of Economics, "The Future of Eurozone Regulatory Institutions."
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February 27, 2012
Stephen A. Ross, Franco Modigliani Professor of Financial Economics, Economics Department and Sloan School of Management, MIT, "Regression to the Max: The Use and Abuse of Financial Theory in Legal Disputes and Regulation."
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February 14, 2011

Kenneth S. Rogoff, Thomas D. Cabot Professor of Public Policy, Department of Economics, Harvard University, “Sovereign Bankruptcy: Is This Time Different?”
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November 5, 2009
Kenneth R. French, The Carl E. and Catherine M. Heidt Professor of Finance, Tuck School of Business, Dartmouth College, "Perspectives on Financial Regulation."
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March 2, 2009
Steven N. Kaplan, Neubauer Family Professor of Entrepreneurship and Finance, University of Chicago Booth School of Business, "Are U.S. CEOs Overpaid?"
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April 21, 2008

Reinier Kraakman '79, Ezra Ripley Thayer Professor of Law, Harvard Law School, “Exit, Voice, and Liability: Legal Dimensions of Organizational Structure.”
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April 23, 2007
Daniel Fischel, Professor of Law and Business, Northwestern University School of Law, "Markets and Scandals: Enron and Beyond."

A grant from the Milton and Miriam Handler Foundation provided additional financial support for the lecture.
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February 20, 2006

Paul Mahoney '84, Brokaw Professor of Corporate Law and Albert C. BeVier Research Professor, University of Virginia School of Law, delivered a lecture entitled "Did the SEC Improve Corporate Disclosure? Evidence from the 1930s."

A grant from the Milton and Miriam Handler Foundation provided additional financial support for the lecture.
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Inaugural Lecture, December 5, 2005

The inaugural Winter lecture took place at the Law School on December 5, 2005, when Judge Frank H. Easterbrook, U.S. Court of Appeals for the Seventh Circuit and formerly Lee and Brena Freeman Professor of Law at the University of Chicago Law School, delivered a lecture entitled "The Race for the Bottom in Corporate Governance."

As Judge Easterbrook summarized his Lecture, it is a tribute to Judge Winter's famous essay in the late 1970s demolishing William Cary's thesis that state law would produce a "race to the bottom" in enabling managers to exploit investors. Judge Winter observed that states compete for corporations (and corporations for capital); and in competition Adam Smith's invisible hand produces benefits for all. The race is to the top. Recent developments in corporate law, however, are designed to eliminate competition by federalizing the rule of decision and by hampering international efforts to reallocate capital. Will this less-competitive regime, exemplified by Sarbanes-Oxley, lead a real race for the bottom? What is the public-choice dynamic of national corporate law?
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Sterling Professor of Law and former Dean Anthony Kronman '75, Ambassador John Bolton '74 and Judge Ralph Winter '60

Judge Frank H. Easterbrook, Judge Ralph Winter Inaugural Lecturer

Judge Ralph Winter with Kate Winter and law clerks (from left): Robert Giuffra '87, Steven Thomas, Kate Winter, Todd Geremia, Minor Myers '03, Judge Ralph Winter '60, Andrew Hruska '93, Margaret Little '84, Christopher DeLong '93, Marc Arkin '82, Barbara Cox, Christopher Mann, George Conway '87, Pamela Carter '05, Alison Gregory, Amanda Flug '03, Henry Smith '96, Anthony Colangelo, Alejandro Longoria '05