Columbia Law School’s Center on Corporate Governance was inaugurated on June 17, 2003 with a conference called “Roundtable on Access to the Proxy Statement.” The event brought together leading institutional investors and academics to discuss the prospects for direct shareholder nomination, through a corporation’s own proxy statement, of a limited number of “watchdog” directors.

The Center accomplishes three things:
(1) it organizes and sponsors conferences, generally funded by law firms and bar associations (and, to a degree, by Columbia Law School); these conferences debate current issues and can lead to law review articles or other secondary literature expanding on the conference debate;
(2) it oversees and manages the CLS Blue Sky Blog, which describes itself as an affiliate of the center; and
(3) it employs students in editing and selecting articles, generally giving them credit hours for this work.

The Center also oversees and manages the Columbia Law School Blue Sky Blog, an affiliate of the center.

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Articles

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Activist Directors and Agency Costs: What Happens When an Activist Director Goes on the Board?, John C. Coffee Jr., Robert J. Jackson Jr., Joshua Mitts, and Robert Bishop

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Beyond the Shut-Eyed Sentry: Toward a Theoretical View of Corporate Misconduct and an Effective Legal Response, John C. Coffee Jr.

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Bondholder Coercion: The Problem of Constrained Choice in Debt Tender Offers and Recapitalizations, John C. Coffee Jr. and William A. Klein

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Causation by Presumption? Why the Supreme Court Should Reject Phantom Losses and Reverse Broudo, John C. Coffee Jr.

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Conflicts Consent and Allocation After Amchem Products – Or Why Attorneys Still Need Consent to Give Away Their Clients' Money, John C. Coffee Jr.

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Does "Unlawful" Mean "Criminal"?: Reflections on the Disappearing Tort/Crime Distinction in American Law, John C. Coffee Jr.

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Do Norms Matter?: A Cross-Country Examination of the Private Benefits of Control, John C. Coffee Jr.

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Gatekeeper Failure and Reform: The Challenge of Fashioning Relevant Reforms, John C. Coffee Jr.

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Hail Britannia?: Institutional Investor Behavior Under Limited Regulation, John C. Coffee Jr. and Bernard S. Black

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Law and the Market: The Impact of Enforcement, John C. Coffee Jr.

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Liquidity Versus Control: The Institutional Investor as Corporate Monitor, John C. Coffee Jr.

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Making the Punishment Fit the Corporation: The Problem of Finding an Optimal Corporation Criminal Sanction, John C. Coffee Jr.

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New Myths and Old Realities: The American Law Institute Faces the Derivative Action, John C. Coffee Jr.

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Paradigms Lost: The Blurring of the Criminal and Civil Law Models – And What Can Be Done About It, John C. Coffee Jr.

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Racing Towards the Top?: The Impact of Cross-Listing and Stock Market Competition on International Corporate Governance, John C. Coffee Jr.

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Rebuttal: The Individual or The Firm? Focusing The Threat of Criminal Liability, John C. Coffee Jr.

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Regulating the Market for Corporate Control: A Critical Assessment of the Tender Offer's Role in Corporate Governance, John C. Coffee Jr.

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Rethinking the Class Action: A Policy Primer on Reform, John C. Coffee Jr.

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Shareholders Versus Managers: The Strain in the Corporate Web, John C. Coffee Jr.

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The Bylaw Battlefield: Can Institutions Change the Outcome of Corporate Control Contests?, John C. Coffee Jr.

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The Direction of Corporate Law: The Scholars' Perspective, John C. Coffee Jr., Richard A. Booth, R. Franklin Balotti, David C. McBride, and Edward P. Welch

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The Future as History: The Prospects for Global Convergence in Corporate Governance and Its Implications, John C. Coffee Jr.

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The Future of the Private Securities Litigation Reform Act: Or, Why the Fat Lady Has Not Yet Sung, John C. Coffee Jr.

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The Regulation of Entrepreneurial Litigation: Balancing Fairness and Efficiency in the Large Class Action, John C. Coffee Jr.

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The Rise of Dispersed Ownership: The Roles of Law and the State in the Separation of Ownership and Control, John C. Coffee Jr.

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The Survival of the Derivative Suit: An Evaluation and a Proposal for Legislative Reform, John C. Coffee Jr. and Donald E. Schwartz

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The Unfaithful Champion: The Plaintiff as Monitor in Shareholder Litigation, John C. Coffee Jr.

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The Wolf at the Door: The Impact of Hedge Fund Activism on Corporate Governance, John C. Coffee Jr. and Darius Palia

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Understanding Enron: "It's about Gatekeepers, Stupid", John C. Coffee Jr.

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Unstable Coalitions: Corporate Governance as a Multi-Player Game, John C. Coffee Jr.

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What's Next?: The Future of RICO, G. Robert Blakey, John C. Coffee Jr., Paul E. Coffey, and L. Gordon Crovitz

Books

Corporate Crime and Punishment: The Crisis of Underenforcement, John C. Coffee Jr.

Gatekeepers: The Professions and Corporate Governance, John C. Coffee Jr.

Knights, Raiders, and Targets: The Impact of the Hostile Takeover, John C. Coffee Jr., Louis Lowenstein, and Susan Rose-Ackerman

Book Reviews

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The Folklore of Investor Capitalism, John C. Coffee Jr.

Essays

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Litigation Governance: Taking Accountability Seriously, John C. Coffee Jr.

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Mandatory/Enabling Balance in Corporate Law: An Essay on the Judicial Role, John C. Coffee Jr.

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Self-Defensive Force Against Cyber Attacks: Legal, Strategic and Political Dimensions, Matthew C. Waxman

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The Uncertain Case for Takeover Reform: An Essay on Stockholders, Stakeholders and Bust-Ups, John C. Coffee Jr.

Introductions

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Mapping the Future of Insider Trading Law: Of Boundaries, Gaps, and Strategies, John C. Coffee Jr.

Responses/Comments

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Can Lawyers Wear Blinders? Gatekeepers and Third-Party Opinions, John C. Coffee Jr.

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"Carrot and Stick" Sentencing: Structuring Incentives for Organizational Defendants, John C. Coffee Jr.

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Partnoy's Complaint: A Response, John C. Coffee Jr.

Working Papers

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Competition Among Securities Markets: A Path Dependent Perspective, John C. Coffee Jr.

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Convergence and its Critics: What are the Preconditions to the Separation of Ownership and Control?, John C. Coffee Jr.

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Enhancing Investor Protection and the Regulation of Securities Markets, John C. Coffee Jr.

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Fee-Shifting Bylaw and Charter Provisions: Can They Apply in Federal Court? – The Case for Preemption, John C. Coffee Jr.

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Law and Ethics for Autonomous Weapon Systems: Why a Ban Won't Work and How the Laws of War Can, Kenneth Anderson and Matthew C. Waxman

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Mapping the Future of Insider Trading Law: Of Boundaries, Gaps, and Strategies, John C. Coffee Jr.

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Private Standards and the WTO: Reclusive No More, Petros C. Mavroidis and Robert Wolfe

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Privatization and Corporate Governance: The Lessons from Securities Market Failure, John C. Coffee Jr.

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Racing Towards the Top?: The Impact of Cross-Listings and Stock Market Competition on International Corporate Governance, John C. Coffee Jr.

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Supreme Court Amicus Brief of 19 Corporate Law Professors, Friedrichs v. California Teachers Association, No. 14-915, John C. Coates, IV; Lucian A. Bebchuk; Bernard S. Black; John C. Coffee Jr.; James D. Cox; Ronald J. Gilson; Jeffrey N. Gordon; Lawrence A. Hamermesh; Henry Hansmann; Robert J. Jackson Jr.; Marcel Kahan; Vikramaditya S. Khanna; Michael Klausner; Reinier Kraakman; Donald C. Langevoort; Edward B. Rock; Mark J. Roe; and Helen S. Scott

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The Acquiescent Gatekeeper: Reputational Intermediaries, Auditor Independence and the Governance of Accounting, John C. Coffee Jr.

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The Attorney as Gatekeeper: An Agenda for the SEC, John C. Coffee Jr.

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The Future as History: The Prospects for Global Convergence in Corporate Governance and Its Implications, John C. Coffee Jr.

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The Impact of Hedge Fund Activism: Evidence and Implications, John C. Coffee Jr. and Darius Palia

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The Political Economy of Dodd-Frank: Why Financial Reform Tends to be Frustrated and Systemic Risk Perpetuated, John C. Coffee Jr.

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The WTO Dispute Settlement System 1995-2010: Some Descriptive Statistics, Henrik Horn, Louise Johannesson, and Petros C. Mavroidis