Publications

November 2012 (Revised June 2013)
Case

The Facebook IPO Litigation

By: Lena G. Goldberg and Annelena Loeb

Despite its success in the social-networking space, Facebook Inc.'s May 2012 IPO was largely considered a failure. Facebook faced multiple lawsuits and its share price had dropped significantly. Adversaries contended that Facebook had misled investors and violated... View Details

Keywords: Social Networking; IPO; Litigation Risk; Initial Public Offering; Ethics; Lawsuits and Litigation; Failure; Consumer Products Industry; Information Technology Industry; Entertainment and Recreation Industry; United States

February 2014
Article

Accountability of Independent Directors—Evidence from Firms Subject to Securities Litigation

By: Francois Brochet and Suraj Srinivasan

We examine which independent directors are held accountable when investors sue firms for financial- and disclosure-related fraud. Investors can name independent directors as defendants in lawsuits, and they can vote against their re-election to express displeasure over... View Details

Keywords: Independent Directors; Litigation Risk; Class Action Lawsuits; Director Accountability; Reputation; Boards Of Directors; Corporate Governance; Debt Securities; Corporate Accountability; Lawsuits and Litigation

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09 Nov 2012
Working Paper Summaries

Securities Litigation Risk for Foreign Companies Listed in the US

Keywords: by Beiting Cheng, Suraj Srinivasan & Gwen Yu

26 Jul 2013
Working Paper Summaries

Accountability of Independent Directors-Evidence from Firms Subject to Securities Litigation

Keywords: by Francois Brochet & Suraj Srinivasan

2013
Working Paper

Accountability of Independent Directors—Evidence from Firms Subject to Securities Litigation

By: Francois Brochet and Suraj Srinivasan

We examine which independent directors are held accountable when investors sue firms for financial and disclosure related fraud. Investors can name independent directors as defendants in lawsuits, and they can vote against their re-election to express displeasure over... View Details

Keywords: Debt Securities; Lawsuits and Litigation; Legal Liability

March 2023
Article

Attracting the Sharks: Corporate Innovation and Securities Class Action Lawsuits

By: Elisabeth Kempf and Oliver Spalt

This paper provides novel evidence suggesting that securities class action lawsuits, a central pillar of the U.S. litigation and corporate governance system, can constitute an obstacle to valuable corporate innovation. We first establish that valuable innovation output... View Details

Keywords: Class-action Litigation; Turnover; Lawsuits and Litigation; Innovation and Invention; Risk and Uncertainty

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January 1994 (Revised April 1994)
Case

EMC Corporation: Response to Shareholder Litigation (B)

By: Josh Lerner

Reports EMC's decision concerning the second shareholder class-action suit and its implications. Legislative efforts to reform securities litigation are also discussed. View Details

Keywords: Decisions; Lawsuits and Litigation; Going Public; Policy; Management Teams; Business and Shareholder Relations; Technology Industry; United States

Research Summary

What Makes the Bonding Stick? A Natural Experiment Testing the Legal Bonding Hypothesis

On March 29, 2010, the U.S. Supreme Court signaled its intention to geographically limit the reach of the U.S. securities antifraud regime and thus differentially exclude U.S.-listed foreign firms from the ambit of formal U.S. antifraud enforcement. We use this legal... View Details

Keywords: Securities Litigation; Corporate Governance

13 May 2019
Working Paper Summaries

The Changing Landscape of Auditor Litigation and Its Implications for Audit Quality

Keywords: by Colleen Honigsberg, Shivaram Rajgopal, and Suraj Srinivasan; Accounting; Legal Services

Article

The Changing Landscape of Auditors' Liability

By: Colleen Honigsberg, Shivaram Rajgopal and Suraj Srinivasan

We provide a comprehensive overview of shareholder litigation against auditors since the passage of the Private Securities Litigation Reform Act (PSLRA). The number of lawsuits per year has declined, dismissals have increased, and settlements in recent years have... View Details

Keywords: Auditor Litigation; Tellabs; Section 10(b); Section 11; Audit Quality; Janus; PSLRA; Class-action Litigation; Accounting Audits; Lawsuits and Litigation; Legal Liability

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October 2018 (Revised October 2019)
Case

Rio Tinto vs. the Securities and Exchange Commission

By: Aiyesha Dey, Krishna G. Palepu and Sarah Gulick

Teaching Interest

Overview

By: John F. Batter

As as Senior Lecturer I teach the EC course Law, Management and Entrepreneurship (cross-listed in the General Management and Entrepreneurial Management Units) in both the Fall and Spring semesters. While I have retired from my public and private company litigation... View Details

Keywords: Fiduciary Duty; Securities; Private Equity; Entrepreneurship; Mergers; Law

January 2017
Case

The Six CEOs of Tyco International Ltd.

By: John R. Wells and Gabriel Ellsworth

In September 2016, Johnson Controls, Inc. completed the acquisition of Tyco International PLC, a $9.9 billion business with operating profits of $884 million. The purchase consideration was $14.4 billion. Although the deal was billed as a merger, Ireland-based Tyco... View Details

Keywords: Tyco; Dennis Kozlowski; Edward Breen; Fire Safety; Fire Protection; Security; Packaging; Securities And Exchange Commission; Fraud; Accounting; Accounting Audits; Earnings Management; Financial Statements; Goodwill Accounting; Acquisition; Mergers and Acquisitions; Business Conglomerates; Business Divisions; Business Exit or Shutdown; Business Growth and Maturation; Business Headquarters; Business Model; Business Organization; For-Profit Firms; Restructuring; Crime and Corruption; Engineering; Applied Optics; Chemicals; Construction; Metals and Minerals; Ethics; Finance; Cash Flow; Public Equity; Stock Options; Financing and Loans; Initial Public Offering; Profit; Revenue; Geographic Location; Geographic Scope; Global Range; Globalized Firms and Management; Multinational Firms and Management; Corporate Accountability; Corporate Disclosure; Health Care and Treatment; Business History; Executive Compensation; Selection and Staffing; Courts and Trials; Lawfulness; Lawsuits and Litigation; Business or Company Management; Goals and Objectives; Growth and Development Strategy; Market Entry and Exit; Public Ownership; Problems and Challenges; Strategy; Business Strategy; Competition; Competitive Strategy; Competitive Advantage; Consolidation; Corporate Strategy; Diversification; Expansion; Horizontal Integration; Value; Chemical Industry; Construction Industry; Consumer Products Industry; Electronics Industry; Energy Industry; Industrial Products Industry; Manufacturing Industry; Medical Devices and Supplies Industry; Mining Industry; Pharmaceutical Industry; Semiconductor Industry; Telecommunications Industry; Utilities Industry; Republic of Ireland; Switzerland; Bermuda; United States; New Hampshire

John Batter is a retired Litigation Partner in the Boston Office of Wilmer Cutler Pickering Hale and Dorr LLP where his practice focussed on on the defense of public and private companies and their directors and management against breach of fiduciary duty claims and... View Details

January 2016 (Revised January 2019)
Supplement

The Allergan Board Under Fire (B)

By: Lynn S. Paine, Suraj Srinivasan, John C. Coates and David Lane

In 2014, the Allergan Inc. board of directors received a surprise takeover offer from Valeant Pharmaceuticals in alliance with hedge fund activist Bill Ackman's Pershing Square Capital Management. In the unprecedented arrangement between an acquirer and a hedge fund... View Details

January 2016 (Revised January 2019)
Case

The Allergan Board Under Fire (A)

By: Lynn S. Paine, Suraj Srinivasan, John C. Coates and David Lane

In 2014, the Allergan Inc. board of directors received a surprise takeover offer from Valeant Pharmaceuticals in alliance with hedge fund activist Bill Ackman's Pershing Square Capital Management. In the unprecedented arrangement between an acquirer and a hedge fund... View Details

November 2005 (Revised December 2016)
Case

Bally Total Fitness (A): The Rise, 1962–2004

By: John R. Wells, Elizabeth A. Raabe and Gabriel Ellsworth

From a single, modest club in 1962, Bally Total Fitness had grown to become—in management’s words—the “largest and only nationwide commercial operator of fitness centers” in the United States in 2004. Bally had faced its share of challenges, but the last couple of... View Details

Keywords: Bally Total Fitness; Fitness; Gyms; Health Clubs; Chain; Securities And Exchange Commission; Paul Toback; Weight Loss; Exercise; Contracts; Personal Training; Retention; Accounting; Accounting Audits; Accrual Accounting; Finance; Advertising; Business Growth and Maturation; Business Model; For-Profit Firms; Customers; Customer Satisfaction; Public Equity; Financing and Loans; Revenue; Revenue Recognition; Geographic Scope; Multinational Firms and Management; Health; Nutrition; Business History; Lawsuits and Litigation; Management; Business or Company Management; Goals and Objectives; Growth and Development Strategy; Marketing; Operations; Service Delivery; Service Operations; Public Ownership; Problems and Challenges; Business and Shareholder Relations; Business Strategy; Competition; Corporate Strategy; Expansion; Segmentation; Trends; Cost Management; Profit; Growth and Development; Leadership Style; Five Forces Framework; Private Ownership; Opportunities; Motivation and Incentives; Competitive Strategy; Health Industry; United States; Illinois; Chicago

September 2010 (Revised July 2013)
Case

Alnylam Pharmaceuticals: Building Value from the IP Estate

By: Willy C. Shih and Sen Chai

The learning objective of this case is to help students recognize the interplay between intellectual property (IP) rights and corporate strategy. We do this by examining what is a fairly atypical circumstance today in which a single firm is able to secure what it... View Details

Keywords: Patents; Lawsuits and Litigation; Rights; Competitive Strategy; Corporate Strategy; Biotechnology Industry; Pharmaceutical Industry; United States