Summary
Edward Rock writes widely on corporate law and corporate governance. In recent years, working with Marcel Kahan at NYU, he has written a series of award-winning articles on hedge funds, corporate voting, proxy access, corporate federalism and mergers and acquisitions. Currently, he is working on the implications for corporate law of substantially controlling the classic shareholder – manager “agency costs” through changes in market and firm practices.
| Current Institution | University of Pennsylvania |
| Department | Business Law |
| Disciplines | |
| Address | 620 West Upsal Street Philadelphia Pennsylvania 19119 United States Phone: (215) 843 5979 |
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University of Pennsylvania
J.D
(1983)
University of Oxford
B.A.,
Philosophy and Politics
(1979 - 1980)
Publication Summary
Representative Publications
- The Insignificance of Proxy Access, 97 VA. L. REV. 1347 (2011) (with Marcel Kahan).
- When the Government is the Controlling Shareholder, 89 TEX. L. REV. 1293 (2011) (with Marcel Kahan).
- When the Government is the Controlling Shareholder: Implications for Delaware, 35 DEL. J. CORP. L. 409 (2010) (with Marcel Kahan).
- Embattled CEOs, 88 TEX. L. REV. 987 (2010), reprinted in 52 CORP. PRAC. COMMENTATOR 561 (2010) (with Marcel Kahan).
- The General Counsel of a Nonprofit Enterprise: Some Questions, 46 HOUS. L. REV. 17 (2009)
- How to Prevent Hard Cases from Making Bad Law: Bear Stearns, Delaware and the Strategic Use of Comity, 58 EMORY L.J. 713 (2009) (with Marcel Kahan).
- THE ANATOMY OF CORPORATE LAW: A COMPARATIVE AND FUNCTIONAL APPROACH (2d ed. Oxford 2009) (1st ed., 2004) (with REINIER KRAAKMAN, ET AL.).
- Hedge Fund Activism in the Enforcement of Bond Covenants, 103 NW. U. L. REV. 281 (2009) (with Marcel Kahan).
- On Improving Shareholder Voting, in RATIONALITY IN COMPANY LAW: ESSAYS IN HONOUR OF DD PRENTICE (Jennifer Payne and John Armour eds., Hart Publishing, 2009) (with Marcel Kahan).
- The Hanging Chads of Corporate Voting, 96 GEO. L. J. 1227 (2008) (with Marcel Kahan).
- Corporate Taxation and International Charter Competition, 106 MICH. L. REV. 1229 (2008) (with Mitchell Kane).
- Hedge Funds in Corporate Governance and Corporate Control, 155 U. PA. L. REV. 1021 (2007) (with Marcel Kahan) (winner of the 2007 De Brauw Prize for the best 2006 paper in the ECGI Law Working Paper series).
- Corporate Flight, 36 MISHPATIM 161 (2006) (in Hebrew).
- The Corporate Form as a Solution to a Discursive Dilemma, 162 J. INST. & THEOR. ECON. 57 (2006).
- Symbiotic Federalism and the Structure of Corporate Law, 58 VAND. L. REV. 1573 (2005) (with Marcel Kahan).
- A New Player in the Boardroom: The Emergence of the Independent Directors’ Counsel, 59 BUS. LAW. 1389 (2004) (with Geoffrey C. Hazard).
- Corporate Control Transactions, 152 U. PA. L. REV. 463 (2003) (with Michael L. Wachter).
- Coming to America?: Venture Capital, Corporate Identity and U.S. Securities Law, in GLOBAL MARKETS, DOMESTIC INSTITUTIONS 476 (Curtis Milhaupt, ed., Columbia University Press 2003).
- Corporate Constitutionalism: Antitakeover Charter Provisions as Precommitment, 152 U. PA. L. REV. 473 (2003) (with Marcel Kahan).
- Dangerous Liaisons: Corporate Law, Trust Law, and Interdoctrinal Legal Transplants, 96 NW. U. L. REV. 651 (2002) (with Michael L. Wachter).
- Meeting by Signals, Playing by Norms: Complementary Accounts of Nonlegal Cooperation in Institutions, 36 U. RICH. L. REV. 423 (2002) (with Michael L. Wachter).
- How I Learned to Stop Worrying and Love the Pill: Adaptive Responses to Takeover Law, 69 U. CHI. L. REV. 871 (2002) (with Marcel Kahan).
- Norms & Corporate Law, 149 U. PA. L. REV. 1607 (2001).
- Islands of Conscious Power: Law, Norms and the Self-Governing Corporation , 149 U. PA. L. REV. 1619 (2001) also published in 44 CORP. PRAC. COMMENTATOR 115 (2002) (with Michael Wachter).
Current Working Papers
- Tenured Voting Common: A Reassessment (with Toni Rembe)
- Shareholder Eugenics in the Public Corporation (forthcoming)
- Taking Politics as Markets (Too) Seriously (with Nate Persily) (forthcoming)
Books
Other Publications

