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Roundtable discussion inaugurates Corporate Law Center
Legal scholars and practitioners from around the country participated in a day-long inaugural "roundtable" of lectures and a panel discussion on May 5 to celebrate the newly established Yale Law School Center for the Study of Corporate Law.
The Center for the Study of Corporate Law was created to facilitate research and teaching in the business law area, widely construed to include the substance of corporate law and the law of other non-governmental organizations (NGOs); the regulation of financial markets and intermediaries; and the legal framework of finance, including the law of bankruptcy, corporate reorganization, and secured transactions. The center plans to hold a roundtable or larger-scale conference every semester.
The idea for the center originated in a conversation between Yale Law School Dean Anthony Kronman '75 J.D. and Todd Lang '47 LL.B., senior partner in the law firm Weil, Gottshal & Manges, LLP. Roberta Romano '80 J.D., the Allen Duffy/Class of 1960 Professor of Law, is the director of the new center.
Many Yale Law School alumni active in corporate law serve on the center's board of advisors. In addition to Lang, these include Roger Aaron '68 LL.B., of Skadden, Arps, Slate, Meagher & Flom; Arthur Fleischer Jr. '58 LL.B., of Fried, Frank, Harris, Shriver & Jacobson; Stephen Fraidin '64 LL.B., also of Fried, Frank; Benjamin F. Stapleton '69 LL.B., of Sullivan & Cromwell; and Craig M. Wasserman '86 J.D. Other members of the board include Yale law professors Ian Ayres '86 J.D., Henry Hansmann '74 J.D. and Alan Schwartz '64 LL.B. Ralph K. Winter '60 LL.B., chief judge of the U.S. Court of Appeals for the 2nd Circuit and adjunct professor at the Law School, also serves on the board.
In his welcoming remarks, Kronman observed that in corporate law, "where practice is imbued with high intellectualism, an exchange of ideas and a transfusion of information in both directions -- from the academy to practice and from the practice to academicians -- is a very good idea." Discussing the theme of the roundtable, corporate governance, Kronman noted that this area of the law was "riding a wave of intellectual renaissance."
Papers discussed during the morning session of the roundtable were "Legal and Economic Aspects of Transferring Corporate Control by Shareholder Vote Rather than by Directly Tendering Shares," presented by Alan Schwartz of Yale Law School and Ronald Gilson of Stanford Law School, and "Do IPO Charters Maximize Firm Value? Antitakeover Protection in IPOs," presented by Robert Daines of the New York University School of Law and Michael Klausner of Stanford Law School.
In the afternoon session, a panel discussion on the topic of "Corporate Audit Committees" featured William T. Allen of the New York University Law School, who is also founding chair of the Independence Standards Board, a newly formed self-regulatory body established through agreement between the Securities and Exchange Commission and the American Institute of Certified Public Accountants. Other discussants were Rick Antle, professor of accounting and associate dean of the Yale School of Management; David M. Becker, general counsel of the U.S. Securities and Exchange Commission; Stephen Fraidin, a corporate partner in Fried, Frank, Harris, Shriver & Jacobson; and Ellen Oran Kaden, senior vice president of law and government affairs for the Campbell Soup Company.
"The roundtable provided an excellent start for the center, fostering a dialogue between academics and practitioners on the important corporate law issues of the day, and continuing the law school's historic leadership in corporate law both nationally and internationally," remarked Romano at the conclusion of the day's events.
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