John C. Coffee

In class actions, attorneys effectively hire clients rather than act as their agent. Lawyer-financed, lawyer-controlled, and lawyer-settled, this entrepreneurial litigation invites lawyers to act in their own interest. John Coffee’s goal is to save class action, not discard it, and to make private enforcement of law more democratically accountable.

Its Rise, Fall, and Future

Entrepreneurial Litigation

Hillary A. Sale

This casebook provides the tools for the study of the law of securities regulation. This edition has been extensively revised and reorganized. Topics covered include the Sarbanes-Oxley Act, the competitiveness of the U.S. capital markets, and the affect of globalization on the world's security markets. It includes a new chapter on shareholder voting and updated coverage of SEC enforcement actions and criminal liability, as well as state securities law, international issues, and the regulation of investment companies.

Cases and Materials

Securities Regulation

William A. Klein

Russian journalist Feofanov specializes in the law, and here presents 20 essays, revised from earlier publication in the Soviet Union and Russia, mostly focusing on specific cases to illuminate the principles and practices of the Soviet legal system. American law scholar Barry translated the articles and provides explanations of aspects that the original readers would have been familiar with. The last section covers the transition from Soviet to Russian rule. Paper edition (unseen), $21.95. Annotation copyright by Book News, Inc., Portland, OR

Legal and Economic Principles

Business Organization and Finance

Knights, Raiders, and Targets

In the wake of a series of corporate governance disasters in the US and Europe which have gained almost mythic status - Enron, WorldCom, Tyco, Adelphia, HealthSouth, Parmalat - one question has not yet been addressed. A number of 'gatekeeping' professions - auditors, attorneys, securities analysts, credit-rating agencies - exist to guard against these governance failures. Yet clearly these watchdogs did not bark while corporations were looted and destroyed. But why not?To answer these questions, a more detailed investigation is necessary that moves beyond journalism and easy scapegoating, and examines the evolution, responsibilities, and standards of these professions. John Coffee, world-renowned Professor of Corporate Law, examines how these gatekeeping professions developed, to what degree they failed, and what reforms are feasible. Above all, this book examines the institutional changes and pressures that caused gatekeepers to underperform or neglect theirresponsibilities, and focuses on those feasible changes that can restore gatekeepers as the loyal agents of investors.This informed and readable view of the players on the contemporary business stage will be essential reading for investors, professionals, executives and business academics concerned with issues of good governance.

The Professions and Corporate Governance

Gatekeepers

Darius Palia

The Wolf at the Door: The Impact of Hedge Fund Activism on Corporate Governance has three basic aims: to understand and explain the factors that have caused an explosion in hedge fund activism; to examine the impact of this activism; and to survey and evaluate possible legal interventions with an emphasis on the least restrictive alternative.

John C. Coffee

Books

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