Roundtable on Corporate M&a and Shareholder Value.Pdf

15810 Words Sep 28th, 2010 64 Pages
V O L U M E 1 7 | N U M B E R 4 | FALL 2005

Journal of

APPLIED COR PORATE FINANCE
A MO RG A N S TA N L E Y P U B L I C AT I O N

In This Issue: Executive Pay and Corporate Governance
Pay Without Performance: Overview of the Issues A Remedy for the Executive Pay Problem: The Case for “Compensation Discussion and Analysis” Developments in Remuneration Policy Corporate Culture and the Problem of Executive Compensation Taking Shareholder Protection Seriously? Corporate Governance in the U.S. and Germany University of Rochester Roundtable on Corporate M&A and Shareholder Value
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Lucian A. Bebchuk, Harvard Law School, and Jesse M. Fried, University of California at Berkeley

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Jeffrey N. Gordon, Columbia University

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has written a number of books on M&A in the last few years. The most recent—a copy of which I’m now holding up—is called Deals from Hell, and it’s just been Hell released by Wiley & Sons. All I will say about the book is don’t be misled by its title. As will become clear in a moment, Bob is a vigorous dissenter from the now conventional line that M&A is bad for shareholders. But before I ask Bob to start us off, let me briefly introduce the other panelists in this discussion: Gregg Jarrell came to the University of Rochester in 1977 after completing his Ph.D. at the University of Chicago. Gregg did a series of pioneering studies in M&A starting in the late ’70s and continuing throughout the ’80s. And apart from a three-year stint as Chief Economist of the Securities and Exchange Commission in the mid-’80s, he has been one of our star teachers at the Simon School. Clifford Smith is the Louise and Henry Epstein Professor of Finance at the Simon School. Cliff recently received the Robert I. Mehr award from the American Risk and Insurance Association, and he was also designated an FMA Fellow by the Financial Management Association—both of which are great honors for him and the Simon School. I also have to point out that, during his 31-year tenure at the school, Cliff has won an amazing 30 distinguished teaching awards, 20 for Executive Development programs and 10 from our MBA students. James Owen is
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