Since the publication of Berle & Means landmark book, The Modern Corporation and Private Property, over eighty years ago, we – as a society, as academics, as investors, as managers, as regulators of the capital markets and as legal and financial advisors to the various participants in the capital markets – have been grappling with the agency costs that inevitably flow from separating ownership from managerial control in the modern corporation, regardless of whether the company is privately held or publicly traded. Over the past eighty years, a rich literature has addressed the agency cost problem, with the most recent (and rather high-profile) entrant to the ongoing debate focusing on the role of activist shareholders and their impact on the modern corporate governance of public companies. The Section’s program will focus on the agency costs of capitalism with a two-part presentation.
The first part of the program will involve a panel of speakers who will focus their comments on the ongoing debate over the public policy implications of activist shareholders, including their impact on corporate governance of modern publicly traded corporations as well as their impact on the deal making process of these companies both in terms of substance and process. This panel will be moderated by Professor Solomon and the other panel participants are Professor FischMr. Savitt, a partner at Wachtel Lipton, and Mr. Steele, the former Chief Justice of the Supreme Court of Delaware.
The second half of the program will consist of the following two scholarly presentations selected from our Call for Papers: with Professor Shaner, Legal Agency Costs: Our Preference to Sue Directors; and Professor Schwartz, The Agency Costs of Crowdfunding.
Business meeting at program conclusion.