Working Papers
2007
Rethinking Antitrust Law in an Age of Network Industries
George L. Priest
The Promise and Peril of Corporate Governance Indices
Sanjai Bhagat , Brian J. Bolton and Roberta Romano
Tradable Patent Rights: A New Approach to Innovation
Ian Ayres and Gideon Parchomovsky
Why Did Trust Law Become Statute Law in the United States?
John H. Langbein
Modes of Gap Filling: Good Faith and Fiduciary Duties Reconsidered
Mariana Pargendler
Intellectual Property as Property: Delineating Entitlements in Information
Henry E. Smith
Institutional Investors and Proxy Voting: The Impact of the 2003 Mutual Fund Voting Disclosure Regulation
Martijn Cremers and Roberta Romano
Management Always Wins the Close Ones
Yair Jason Listokin
A Global Market for Judicial Services
Jens Dammann and Henry Hansmann
United States Courts and the Optimal Deterrence of International Cartels: A Welfarist Perspective on Empagran
Alvin K. Klevorick and Alan O. Sykes
Behavioral Law and Economics
Christine Jolls
2006
Valuation of Collateral
Alan Schwartz
New Rules for Promissory Fraud
Ian Ayres and Gregory Klass
Price Discrimination with Contract Terms: The Lost Volume Problem
Barry E. Adler and Alan Schwartz
"Paying for Performance in Bankruptcy: Why CEOs Should be
Compensated with Debt"
Yair Jason Listokin
What Do Corporate Default Rules and Menus Do? An Empirical Examination
Yair Jason Listokin
Is Secured Debt Used to Redistribute Value from Tort Claimants in Bankruptcy? An Empirical Analysis
Yair Jason Listokin
The Law and Economics of Preliminary Agreements
Alan Schwartz and Robert E. Scott
Dear Prudence: Finding a Proper Balance in the Post-Enron Regulatory and Enforcement Arena
Craig M. Wasserman
Federalism vs. Federalization: Preserving the Division of Responsibility in Corporation Law
E. Norman Veasey, Shawn Pompian and Christine Di Guglielmo
Law and the Rise of the Firm
Henry Hansmann , Reinier Kraakman and Richard C. Squire
Modularity in Contracts: Boilerplate and Information Flow
Henry E. Smith
2005
Accounting and Litigation Risk
Zhiyan Cao and Ganapathi Narayanamoorthy
Is the Dutch Auction IPO a Good Idea?
Anita I. Anand
From Orders to Markets
Jonathan R. Macey and Maureen O'Hara
After the Revolution in Corporate Law
Roberta Romano
Empirical Studies of Corporate Law
Sanjai Bhagat and Roberta Romano
The States as a Laboratory: Legal Innovation and State Competition for Corporate Charters
Roberta Romano
Foreign Direct Investment and the Business Environment in Developing Countries: The Impact of Bilateral Investment Treaties
Susan Rose-Ackerman and Jennifer Tobin
Questioning the Trust Law Duty of Loyalty: Sole Interest or Best Interest?
John H. Langbein
Is Regulatory Competition a Problem or Irrelevant for Corporate Governance?
Roberta Romano
Extraterritorial Courts for Corporate Law
Henry Hansmann and Jens Dammann
A Normative Theory of Business Bankruptcy
Alan Schwartz
2004
Agency Problems and Legal Strategies
Henry Hansmann and Reinier Kraakman
The Sarbanes-Oxley Act and the Making of Quack Corporate Governance
Roberta Romano
Promissory Fraud Without Breach
Ian Ayres and Gregory Klass
What is Corporate Law?
Henry Hansmann and Reinier Kraakman
Trigger Happy or Gun Shy? Dissolving Common-Value Partnerships with Texas Shootouts
Richard R.W. Brooks and Kathryn E. Spier
Understanding MACs: Moral Hazard in Acquisitions
Ronald J. Gilson and Alan Schwartz
The Law and Economics of Costly Contracting
Alan Schwartz and Joel C. Watson
Was Arthur Andersen Different? An Empirical Examination of Major Accounting Firms' Audits of Large Clients
Theodore Eisenberg and Jonathan R. Macey
2003
Observations on the Role of Commodification, Independence and Governance in the Accounting Industry
Jonathan R. Macey and Hillary A. Sale
Who Should Pay for Bankruptcy Costs?
Ivo Welch, Arturo Bris and Alan Schwartz
Contract Theory and the Limits of Contract Law
Alan Schwartz and Robert E. Scott
What ERISA Means by 'Equitable': The Supreme Court's Trail of Error in Russell, Mertens and Great-West
John H. Langbein
2002
Optimal Penalties in Contracts
Aaron S. Edlin and Alan Schwartz
Ownership Form and Trapped Capital in the Hospital Industry
Henry Hansmann, Daniel P. Kessler and Mark B. McClellan
Does Confidential Proxy Voting Matter?
Roberta Romano
The Law and Economics of Costly Contracting
Alan Schwartz and Joel C. Watson
2001
The Need for Competition in International Securities Regulation
Roberta Romano
Endowment Effects Within Corporate Agency Relationships
Jennifer Arlen, Matthew L. Spitzer, Eric L. Talley
Event Studies and the Law: Part II - Empirical Studies of Corporate Law
Sanjai Bhagat and Roberta Romano
Assessing the Cost of Regulatory Protections: Evidence on the Decision to Sell Securities Outside the United States
Stephen J. Choi
Event Studies and the Law - Part I: Technique and Corporate Litigation
Sanjai Bhagat and Roberta Romano
Sales and Elections as Methods for Transferring Corporate Control
Ronald J. Gilson and Alan Schwartz
Substitutes for Insider Trading
Ian Ayres and Joseph Bankman
2000
A Dilution Mechanism for Valuing Corporations in Bankruptcy
Barry E. Adler and Ian Ayres
Less Is More: Making Shareholder Activism A Valued Mechanism Of Corporate Governance
Roberta Romano
Economic and Legal Aspects of Costly Recontracting
Alan Schwartz and Joel C. Watson
The End Of History For Corporate Law
Henry Hansmann and Reinier Kraakman
1999
The Employment Contract
Ian Ayres and Stewart J. Schwab
Higher Education As An Associative Good
Henry Hansmann
Regulating Consumer Bankruptcy: A Theoretical Inquiry
Barry E. Adler, Ben Polak and Alan Schwartz
Law And Post-privatization Regulatory Reform: Perspectives From The U.S. Experience
Peter H. Schuck
'Grand' Corruption and the Ethics of Global Business
Susan Rose-Ackerman
Karl Llewellyn and the Origins of Contract Theory
Alan Schwartz
Threatening Inefficient Performance of Injunctions and Contracts
Ian Ayres and Kristin M. Madison
Rethinking Antitrust Law in an Age of Network Industries
George L. Priest
The Promise and Peril of Corporate Governance Indices
Sanjai Bhagat , Brian J. Bolton and Roberta Romano
Tradable Patent Rights: A New Approach to Innovation
Ian Ayres and Gideon Parchomovsky
Why Did Trust Law Become Statute Law in the United States?
John H. Langbein
Modes of Gap Filling: Good Faith and Fiduciary Duties Reconsidered
Mariana Pargendler
Intellectual Property as Property: Delineating Entitlements in Information
Henry E. Smith
Institutional Investors and Proxy Voting: The Impact of the 2003 Mutual Fund Voting Disclosure Regulation
Martijn Cremers and Roberta Romano
Management Always Wins the Close Ones
Yair Jason Listokin
A Global Market for Judicial Services
Jens Dammann and Henry Hansmann
United States Courts and the Optimal Deterrence of International Cartels: A Welfarist Perspective on Empagran
Alvin K. Klevorick and Alan O. Sykes
Behavioral Law and Economics
Christine Jolls
2006
Valuation of Collateral
Alan Schwartz
New Rules for Promissory Fraud
Ian Ayres and Gregory Klass
Price Discrimination with Contract Terms: The Lost Volume Problem
Barry E. Adler and Alan Schwartz
"Paying for Performance in Bankruptcy: Why CEOs Should be
Compensated with Debt"
Yair Jason Listokin
What Do Corporate Default Rules and Menus Do? An Empirical Examination
Yair Jason Listokin
Is Secured Debt Used to Redistribute Value from Tort Claimants in Bankruptcy? An Empirical Analysis
Yair Jason Listokin
The Law and Economics of Preliminary Agreements
Alan Schwartz and Robert E. Scott
Dear Prudence: Finding a Proper Balance in the Post-Enron Regulatory and Enforcement Arena
Craig M. Wasserman
Federalism vs. Federalization: Preserving the Division of Responsibility in Corporation Law
E. Norman Veasey, Shawn Pompian and Christine Di Guglielmo
Law and the Rise of the Firm
Henry Hansmann , Reinier Kraakman and Richard C. Squire
Modularity in Contracts: Boilerplate and Information Flow
Henry E. Smith
2005
Accounting and Litigation Risk
Zhiyan Cao and Ganapathi Narayanamoorthy
Is the Dutch Auction IPO a Good Idea?
Anita I. Anand
From Orders to Markets
Jonathan R. Macey and Maureen O'Hara
After the Revolution in Corporate Law
Roberta Romano
Empirical Studies of Corporate Law
Sanjai Bhagat and Roberta Romano
The States as a Laboratory: Legal Innovation and State Competition for Corporate Charters
Roberta Romano
Foreign Direct Investment and the Business Environment in Developing Countries: The Impact of Bilateral Investment Treaties
Susan Rose-Ackerman and Jennifer Tobin
Questioning the Trust Law Duty of Loyalty: Sole Interest or Best Interest?
John H. Langbein
Is Regulatory Competition a Problem or Irrelevant for Corporate Governance?
Roberta Romano
Extraterritorial Courts for Corporate Law
Henry Hansmann and Jens Dammann
A Normative Theory of Business Bankruptcy
Alan Schwartz
2004
Agency Problems and Legal Strategies
Henry Hansmann and Reinier Kraakman
The Sarbanes-Oxley Act and the Making of Quack Corporate Governance
Roberta Romano
Promissory Fraud Without Breach
Ian Ayres and Gregory Klass
What is Corporate Law?
Henry Hansmann and Reinier Kraakman
Trigger Happy or Gun Shy? Dissolving Common-Value Partnerships with Texas Shootouts
Richard R.W. Brooks and Kathryn E. Spier
Understanding MACs: Moral Hazard in Acquisitions
Ronald J. Gilson and Alan Schwartz
The Law and Economics of Costly Contracting
Alan Schwartz and Joel C. Watson
Was Arthur Andersen Different? An Empirical Examination of Major Accounting Firms' Audits of Large Clients
Theodore Eisenberg and Jonathan R. Macey
2003
Observations on the Role of Commodification, Independence and Governance in the Accounting Industry
Jonathan R. Macey and Hillary A. Sale
Who Should Pay for Bankruptcy Costs?
Ivo Welch, Arturo Bris and Alan Schwartz
Contract Theory and the Limits of Contract Law
Alan Schwartz and Robert E. Scott
What ERISA Means by 'Equitable': The Supreme Court's Trail of Error in Russell, Mertens and Great-West
John H. Langbein
2002
Optimal Penalties in Contracts
Aaron S. Edlin and Alan Schwartz
Ownership Form and Trapped Capital in the Hospital Industry
Henry Hansmann, Daniel P. Kessler and Mark B. McClellan
Does Confidential Proxy Voting Matter?
Roberta Romano
The Law and Economics of Costly Contracting
Alan Schwartz and Joel C. Watson
2001
The Need for Competition in International Securities Regulation
Roberta Romano
Endowment Effects Within Corporate Agency Relationships
Jennifer Arlen, Matthew L. Spitzer, Eric L. Talley
Event Studies and the Law: Part II - Empirical Studies of Corporate Law
Sanjai Bhagat and Roberta Romano
Assessing the Cost of Regulatory Protections: Evidence on the Decision to Sell Securities Outside the United States
Stephen J. Choi
Event Studies and the Law - Part I: Technique and Corporate Litigation
Sanjai Bhagat and Roberta Romano
Sales and Elections as Methods for Transferring Corporate Control
Ronald J. Gilson and Alan Schwartz
Substitutes for Insider Trading
Ian Ayres and Joseph Bankman
2000
A Dilution Mechanism for Valuing Corporations in Bankruptcy
Barry E. Adler and Ian Ayres
Less Is More: Making Shareholder Activism A Valued Mechanism Of Corporate Governance
Roberta Romano
Economic and Legal Aspects of Costly Recontracting
Alan Schwartz and Joel C. Watson
The End Of History For Corporate Law
Henry Hansmann and Reinier Kraakman
1999
The Employment Contract
Ian Ayres and Stewart J. Schwab
Higher Education As An Associative Good
Henry Hansmann
Regulating Consumer Bankruptcy: A Theoretical Inquiry
Barry E. Adler, Ben Polak and Alan Schwartz
Law And Post-privatization Regulatory Reform: Perspectives From The U.S. Experience
Peter H. Schuck
'Grand' Corruption and the Ethics of Global Business
Susan Rose-Ackerman
Karl Llewellyn and the Origins of Contract Theory
Alan Schwartz
Threatening Inefficient Performance of Injunctions and Contracts
Ian Ayres and Kristin M. Madison










