Dorothy S. Lund
USC Gould School of Law

Dorothy Lund’s research and teaching focuses on corporate law, corporate governance, securities regulation, contracts, and mergers and acquisitions. Her academic papers have appeared or are forthcoming in the Columbia Law Review, Stanford Law Review, Texas Law Review, University of Chicago Law Review, University of Pennsylvania Law Review, Yale Law Journal Forum, and the Journal of Corporation Law. Her op-eds and other writing have appeared in The New York Times, The Atlantic and The Wall Street Journal. Lund received a JD from Harvard Law School, where she was an Olin Fellow in Law and Economics. She then clerked for Chief Justice Leo E. Strine Jr. of the Delaware Supreme Court and Judge Joel M. Flaum of the U.S. Court of Appeals for the Seventh Circuit. Before entering academia, Lund practiced corporate law at Sullivan & Cromwell LLP in New York.

Books

• Corporations and Other Business Associations (with Charles O'Kelley and Robert Thompson) (9th ed., Wolters Kluwer, Boston, forthcoming 2021).

Articles and Book Chapters

• "The Corporate Governance Machine," 122 Columbia Law Review (with Elizabeth Pollman) (forthcoming 2022). - (SSRN)
• "Corporate Crime and Punishment: An Empirical Study," 100 Texas Law Review (with Natasha Sarin) (forthcoming 2021). - (SSRN)
• "Corporate Finance for Social Good," 121 Columbia Law Review (forthcoming 2021). - (SSRN)
• "Validation Capital," 100 Texas Law Review (with Alon Brav & Edward B. Rock) (forthcoming 2021). - (SSRN)
• "Enlightened Shareholder Value, Stakeholderism, and the Quest for Managerial Accountability," in Research Handbook on Corporate Purpose and Personhood, Elizabeth Pollman & Robert Thompson eds., (Edward Elgar Publishing, forthcoming 2021).
• "Passive Investing and Corporate Governance: A Law and Economics Analysis," in Encyclopedia for Law and Economics, Adam Badawi, ed, (Edward Elgar Publishing, forthcoming 2020). - (SSRN)
• "Toward a Mission Statement for Mutual Funds in Shareholder Litigation," 87 University of Chicago Law Review (with Sean J. Griffith) (forthcoming 2020). - (SSRN)
• "Conflicted Mutual Fund Voting in Corporate Law," 99 Boston University Law Review 1151 (2019) (with Sean J. Griffith). - (SSRN) - (Hein)
• "Nonvoting Shares and Efficient Corporate Governance," 71 Stanford Law Review 687 (2019). - (SSRN) - (Hein)
• "Sexual Harassment and Corporate Law,"  (with Daniel Jacob Hemel) 118 Columbia Law Review 1583 (2018)  - (SSRN) - (www)
• “The Case Against Passive Shareholder Voting,” 43 Journal of Corporation Law  493 (2018)  - (SSRN) - (Hein)
• “Lessons from SEC v. Citigroup: The Optimal Scope for Judicial Review of Agency Consent Decrees,” 15 Journal of Business & Securities Law 63 (2014). - (Hein) - (SSRN)
• "Time to Amend the Delaware Takeover Law," 39 Delaware Journal of Corporation Law 77 (2014)  (with Stephen M. Shapiro). - (Hein)
• "A Competition Act by India, for India: The First Three Years of Enforcement," 5 Indian Journal of International Economic Law 59 (2012). - (Hein)
• "Federalizing Fiduciary Duty: The Altered Scope of Officer Fiduciary Duty Following Orderly Liquidation Under Dodd-Frank," 17 Stanford Journal of Law, Business & Finance 223 (2012). - (Hein)
• “Kiobel and Corporate Immunity Under the Alien Tort Statute,” 52 Harvard International Law Journal 209 (2011) (online comment). - (PDF)

FACULTY IN THE NEWS

Bloomberg Government
June 22, 2022
Re: Franita Tolson

Franita Tolson was interviewed about how federal lawsuits from North Carolina, Alabama, and Arkansas test the limits of the Voting Rights Act, the boundaries of state government authority, and the ability of voting rights groups to file racial gerrymandering cases. “These doctrines and approaches in these cases fundamentally reset the rules of the game,” she said. “In 2030 we will live in a completely different world than we lived in in 2020, and 2020 was not favorable to minority voters at all.”

RECENT SCHOLARSHIP

Robin Craig
March, 2022

"Saltwater Sovereignty: Tribal Marine Management Authority Along the Pacific Coast.” Online Environmental Law Workshop. University of Maryland School of Law, Baltimore, MD.

Daniel Klerman
March, 2022

“Comment on Choi, Erickson, & Pritchard, ‘Coalitions among Plaintiffs’ Attorneys in Securities Class Actions’,” Conference on Empirical Legal Studies, Virtual, Toronto, ON, Canada.

Robin Craig
March, 2022

“Who’s on First? The Mind-Blowing Attempt to Conceptualize Deference in the Midst of Decision Delays and Agency Repeals,” J.B. and Maurice C. Shapiro Environmental Law Symposium for the George Washington University School of Law, Virtual, Washington, D.C.