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Academic and Policy Positions
University of Arizona, Eller College of Business, McGuire Center for Entrepreneurship Interim Executive Director, 2023-2024; Adviser & Associate Mentor, 2022-2023
University of Arizona, Center for the Philosophy of Freedom Adviser and Research Professor, 2021-2022
Harvard University, Law School Lecturer, 1994-1997
Harvard University, Kennedy School of Government Associate Professor of Public Policy, 1990-1994
Harvard University, Kennedy School of Government Assistant Professor of Public Policy, 1987-1990
U.S. Securities and Exchange Commission Senior Economist, 1985-1986
Yale University Teaching Fellow, Research Associate, 1982-1984, 1986-1987
Research Areas
Corporate governance: board behavior and effectiveness, active investing strategies, law and regulation
The market for corporate control: history, efficiency and effects, regulation
Federal securities regulations: effects and efficiency
Education
Yale University M.A. (1982), M.Phil (1983), Ph.D. (1988), Economics
Harvard University A.B. (1981), Political Economy
Policy contributions
Deregulation of Shareholder Communications Research catalyzed a rollback of SEC regulations that had restricted communications among stockholders, making possible unrestricted shareholder discussions about strategy and performance at public companies
Reform of Director Elections Research catalyzed a change in the SEC's rules to facilitate the election of non-controlling slates of shareholder-nominated director candidates at public companies
New Foundations Founded Harvard-based multidisciplinary research group that included academics, policy-makers, institutional investors, corporate founders, CEOs, and counsels to develop new practices to foster more substantive relationships between major corporations and their large investors
Institutional Policy Activism on Governance Helped lead the movement, working with CalPERS, CalSTRS, The Council of Institutional Investors, and others, to advocate for governance policy reform at the federal and state levels
Proxy Rule Reform Proposed remedies for inefficiencies caused by regulation of public company shareholder voting, e.g., detachment of voting rights from economic outcomes due to record date regulation
Insider Trading Served as an expert witness for the SEC in its prosecution of several important insider trading and market fraud cases including the landmark Crazy Eddie case
Areas of Teaching Experience
Corporate & entrepreneurial finance
Corporate governance and control
Financial regulation: intermediaries & markets
Analytic methods & case studies in public policy
Macro & micro economics
Organizational structure, culture, and performance
Funded Research Programs
Chair, Corporate Voting Research Project, Kennedy School of Government, Harvard University, 1989-1993
Chair, New Foundations Working Group, Kennedy School of Government, Harvard University, 1991-1993
Secondary & Higher Education
Adviser to multiple universities on strategy, competitive positioning, and program development. Oversight, brand and program development, and strategic and financial planning at independent primary and secondary schools, including The Berkeley School and Maybeck High School, both in Berkeley, CA, and The Gregory School in Tucson, AZ.
Selected Publications
Below are examples from over 50 articles and book contributions in venues including The Journal of Finance, The Journal of Law & Economics, The Journal of Financial Economics, The Harvard Business Review, The New York Times, and The Wall Street Journal. First 9 articles can be accessed directly by clicking on on underlined titles.
The Rise of the Political Model of Corporate Governance and Corporate Control, New York University Law Review, November 1993, vol. 68, no. 5, pages 1003-1071
The Promise of the Governed Corporation, Harvard Business Review, March-April 1995, vol. 73, no.2, pages 89-98
Beyond Takeovers: Politics Comes to Corporate Control, Harvard Business Review, March-April 1992, vol. 70, no.2, pages 83-93
Proxy voting and the SEC: Investor Protection Versus Market Efficiency, Journal of Financial Economics, 1991, vol. 29, issue 2, pages 241-28
Raiders, Targets, and Politics: The History and Future of American Corporate Control, Journal of Applied Corporate Finance, 1992, vol. 5, no. 3, pages 6-18
The Effects of Antitakeover Amendments on Takeover Activity: Some Direct Evidence, Journal of Law and Economics, 1987, vol.30, issue 2, pages 353-67
Shareholder Activism and Share Values: The Causes and Consequences of Counter-solicitations against Management Antitakeover Proposals, Journal of Law and Economics, 1989, vol.32, issue 2, pages 357-79
On the Motives for Choosing a Corporate Governance Structure: A Study of Corporate Reaction to the Pennsylvania Takeover Law, Journal of Law, Economics and Organization, 1992, vol.8, issue 3, pages 656-72
How the Proxy Rules Discourage Constructive Engagement: Regulatory Barriers to Electing a Minority of Directors, with L. Gordon and R. Gilson, Journal of Corporation Law, vol. 17, issue.1, Fall 1991, pages 29-48
Proxy Contests and the Efficiency of Shareholder Oversight, Journal of Financial Economics, 1988, vol.20, issues 1-1, pages 237-265
The Information Effects of Takeover Bids and Resistance, Journal of Financial Economics, 1988, vol.22, issue 2, pages 207-227
Creating Relationships Between Corporations and Institutional Investors: An Introduction, Journal of Applied Corporate Finance, 1992, vol. 6, issue 2, pages 32-34
Are Large Shareholders Effective Monitors? An Investigation of Share Ownership and Corporate Performance, with R. Zeckhauser, in R. G. Hubbard, ed., Asymmetric Information, Corporate Finance, and Investment, University of Chicago Press