This course explores policy issues surrounding corporate boards. In the last several decades, corporate governance practices have been strongly criticized. During the 1970s and 1980s, corporate raiders and other dissident shareholders accused boards of entrenchment when tender offers and other merger proposals were refused. In the last decade, the growing holdings of equity securities by institutional investors have pressured these investors to actively monitor and attempt to influence the organization and operation of corporate boards. Increased holdings have increased their leverage. Change has also come from an increase in litigation, challenging actions of corporate boards. All of these factors have contributed to rapid changes in the organization and operation of boards, and there is good reason to believe that changes will continue.
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