ProfessorBainbridge.com

We are 40th

@BrianLeiter ranks law professors by H-scores. I'm in 40th place. My @UCLA_Law colleagues Eugene Volokh (48) and @rickhasen (63) are also on the list. As are corporate law giants Lucian Bebchuk (6), Jon Macey (13), and Bernie Black (14) https://t.co/mWee3X2721

— Steve Bainbridge (@PrawfBainbridge) August 11, 2022

The Business Lawyer's Symposium "The ESG Movement: Law, Economics and Values,” includes my paper "Don’t Compound the Caremark Mistake by Extending It to ESG Oversight"

Symposium behind a paywall.

My article behind a paywall.

My blushes

Prominent Delaware corporate lawyer Francis Pileggi calls yours truly "Delaware’s favorite corporate law scholar, the prolific and widely-quoted Professor Stephen Bainbridge...."

Yours truly quoted in Christian Science Monitor re Woke Capitalism

Simon Montlake @sjmontlake, ‘Woke capitalism’ on the rise – and running into resistance:

“We’re starting to see a reaction,” says Stephen Bainbridge, a law professor at University of California, Los Angeles who studies corporate governance. “Companies are having to decide whether they’re going to take sides or to market to everybody.”  ...

That views of big business have also soured on the right, for different reasons, should concern company boardrooms, says Professor Bainbridge. 

“There’s a resurgence of right-wing populism that has very little in common with left-wing populism other than a deep distrust of big business. That’s the political dynamic of the moment. For the first time in a long time, you have strong populist wings in both parties that are skeptical of big business,” he says.

See generally Stephen M. Bainbridge, Corporate Purpose in a Populist Era, 98 Neb. L. Rev. 543 (2019)
Available at: https://digitalcommons.unl.edu/nlr/vol98/iss3/2

We are cited

At bottom, materiality is a fact question, which the Sixth Circuit has cautioned “typically should not be decided” at the motion to dismiss stage. Id. (quoting Stephen M. Bainbridge & G. Mitu Gulati, How Do Judges Maximize? (The Same Way Everybody Else Does—Boundedly): Rules of Thumb in Securities Fraud Opinions, 51 Emory L.J. 83, 115 (2002)).

Zaller v. Fred's, Inc., 219CV02415SHLATC, 2021 WL 7541401, at *7 (W.D. Tenn. Mar. 31, 2021)

Yours truly appeared in a program on ESG

Fifth Edition of Agency, Partnerships, and Limited Liability Entities is Now Out

It's here. Agency, Partnerships, and Limited Liability Entities: Cases and Materials on Unincorporated Business Associations https://t.co/0H8lqjSdPu pic.twitter.com/PVWeGDPDAv

— Steve Bainbridge (@PrawfBainbridge) April 12, 2022

Introducing The Profit Motive

2/ Since the title of the book is "The Profit Motive: : Defending Shareholder Wealth Maximization," there doesn't seem to be much point in hiding the ball behind a pretense of academic objectivity. So here's what I've got. Thoughts? #lawtwitter #academictwitter #corpgov pic.twitter.com/5mMk0UVA1h

— Steve Bainbridge (@PrawfBainbridge) December 23, 2021

Note to adopters of Bainbridge's Business Associations Cases and Materials

The book's website has an update memo with UFCW v. Zuckerberg and notes, which updates the Delaware law of demand excusal.

Francis Pileggi said some nice things about yours truly

I very much appreciated his kind words:

Professor Stephen Bainbridge, a leading corporate law scholar whose many publications are cited in opinions of Delaware’s Court of Chancery and Supreme Court, recently provided learned commentary about the latest guidance by the SEC on Rule 14a-8 regarding shareholder proposals.

 

Look what came in today's mail: The 11th edition of my Business Associations casebook

Longtime users will notice a major change to the cover of this edition. My friends and coauthors Bill Klein and Mark Ramseyer have decided to retire from working on our books. It has been an honor and privilege to work with them these many years. Going forward, I will be solely responsible for editing the books.

I do not plan any significant changes to the editorial style. In editing this book, I will continue to follow the six basic but apparently widely ignored principles that have informed the book since Bill’s first edition. Each principle is one that I think helps produce a book that teaches students the gist of the law they need to know; that trains them to apply it; and that (perish the thought) almost makes them enjoy the process.

A personal book plug

Now available—"Business Associations: Cases and Materials on Agency, Partnerships, LLCs, and Corporations, 11th" by @UCLA_Law Prof. @PrawfBainbridge. Learn more at https://t.co/0elwnAywzU (https://t.co/k5jHRGpkFF). #WestAcademicAuthor pic.twitter.com/MMn9RL7uXl

— West Academic for Faculty (@WestAcademic) November 17, 2021

I am the Ninth Most Cited Corporate Law Academic of All-Time

Fred Shapiro (Yale Law School) periodically published citation counts. He has just published a new one in The Most-Cited Legal Scholars Revisited, 88 U. Chi. L. Rev. 1595 (2021). As far as corporate law goes, he has me ranked ninth:

Unlike the Leiter-Sisk rankings, which look at citation counts over a recent span of years, Shapiro's count looks at all-time counts.

The 11th Edition of what is now Bainbridge's Business Association's casebook is now available for Spring 2022 adoptions

Foundation Press today announced that the 11th edition of my Business Associations casebook is now available for Spring 2022 adoptions. Go here to order.

The Fourth Edition of Bainbridge's Mergers & Acquisitions (Concepts and Insights) is now out and ready to ship

The Fourth Edition of my Mergers and Acquisitions (Concepts and Insights) treatise arrived today. It's up to date and considerably expanded in coverage at almost 140 pages longer than the prior edition. Practitioners and students will find it useful.

 

The old chapter on mergers and sales of substantially all assets has been split into three chapters: Mergers and Asset Sales; The M&A Deal Process; M&A Contracts. These new chapters clock in at a total of 165 pages, compared to 64 in the old edition. The material on M&A Contracts is especially more detailed, with many more sample clauses and discussion of drafting alternatives.

 

Major new cases like MFW and Corwin get extended coverage, as do important statutory developments like DGCL 251(h).