Bainbridge on Corporations

Bainbridge on Corporations

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Business Associations (12 Edition) Update Available
Available for adopters of the casebook
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Stephen Bainbridge
Bainbridge and Henderson Discussing "Outsourcing the Board: How Board Service Providers Can Improve Corporate Governance"
An interview with Doug Chia of the Conference Board
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Stephen Bainbridge
Firm Complexity and Board Size
With a plug for Outsourcing the Board
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Stephen Bainbridge
Andreessen Horowitz is Leaving Delaware for Nevada
Andreessen Horowitz opts for laxity rather than accountability in its governing corporate law
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Stephen Bainbridge
My article, DExit Drivers: Is Delaware’s Dominance Threatened?, Has Been Published
DExit Drivers: Is Delaware’s Dominance Threatened?, 50 Journal of Corporation Law 823 (2025)
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Stephen Bainbridge
The Case Against Naming and Shaming
What does Dan Kahan's rejection of naming and shaming as a sanction in the criminal law tell us about its role in corporate law?
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Stephen Bainbridge
Shaming as Sanction in Delaware Corporate Law
Should judges name and shame bad actors?
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Stephen Bainbridge
The Case Against Portfolio-Wide Fiduciary Duties
Why Vice Chancellor Laster rejected James McRitchie's portfolio theory-based argument
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Stephen Bainbridge
Shareholder Proposals and the "Significance"/"Relevance" Test
The case against a portfolio-wide approach
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Stephen Bainbridge

June 2025

Comments on the SEC's June 26th Roundtable on Executive Compensation
Identifying problems with the current rules and proposing reforms
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Stephen Bainbridge
A Historical Note on Shareholder Information Rights (with a Side Note on Delaware SB 21)
Examining An Act Relative to Incorporations for Manufacturing Purposes, 1811 N.Y. Laws 350 (Mar. 22, 1811)
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Stephen Bainbridge
SEC Reverses Guidance Encouraging Disclosure of Overseas Environmental Litigation
Should companies omit disclosures of overseas environmental litigation?
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Stephen Bainbridge
© 2025 Stephen Bainbridge
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