Michael L. Wachter

Articles and Book Chapters

Adolf Berle, E. Merrick Dodd and the New American Corporatism of 1932, in RESEARCH HANDBOOK ON THE HISTORY OF CORPORATE LAW (Harwell Wells ed., Edward Elgar 2018) (with William B. Bratton).

The Importance of Being Dismissive: The Efficiency Role of Pleading Stage Evaluation of Shareholder Litigation, 42 J. CORP. L. 597 (2017) (with Lawrence A. Hamermesh).

Bankers and Chancellors, 93 TEX. L. REV. 1 (2014) (with William W. Bratton)

The Striking Success of the National Labor Relations Act, in THE RESEARCH HANDBOOK ON THE ECONOMICS OF LABOR AND EMPLOYMENT LAW (co-edited with Cynthia Estlund, Elgar, 2012).

Neoclassical Labor Economics: Its Implications for Labor and Employment Law, in THE RESEARCH HANDBOOK ON THE ECONOMICS OF LABOR AND EMPLOYMENT LAW (co-edited with Cynthia Estlund, Elgar, 2012).

The Political Economy of Fraud on the Market, 160 U. PA. L. REV. 69 (2011) (with William W. Bratton).

Tracking Berle’s Footsteps: The Trail of The Modern Corporation’s Last Chapter, 33 SEATTLE U. L. REV. 849 (2010) (with William W. Bratton).

The Case Against Shareholder Empowerment, 158 U. PA. L. REV. 653 (2010) (with William W. Bratton).

Rationalizing Appraisal Standards in Compulsory Buyouts, 50 B.C. L. REV. 1021 (2009) (with Lawrence A. Hamermesh).

Shareholder Primacy's Corporatist Origins: Adolf Berle and The Modern Corporation, 34 J. CORP. L. 99 (2008) (with William W. Bratton).

The Rise and Decline of Unions, 30 REG. 23 (2007).

The Short and Puzzling Life of the “Implicit Minority Discount”, 156 U. PA. L. REV. 1 (2007) (with Lawrence Hamermesh).

Labor Unions: A Corporatist Institution in a Competitive World, 155 U. PA. L. REV. 581 (2007).

The Fair Value of Cornfields in Delaware Appraisal Law, 31 J. CORP. L. 119 (2005) (with Lawrence Hamermesh).

Theories of the Employment Relationship: Choosing Between Norms and Contracts, in THEORETICAL PERSPECTIVES ON WORK AND THE EMPLOYMENT RELATIONSHIP (B.E. Kaufman, ed., Champaign: IRRA, 2004).

Corporate Policy and the Coherence of Delaware Takeover Law, 152 U. PA. L. REV. 523 (2003) (with Richard E. Kihlstrom).

Judging Unions' Future Using a Historical Perspective: The Public Policy Choice Between Competition and Unionization, 2 J. LAB. RES. 339 (2003).

Corporate Control Transactions, 152 U. PA. L. REV. 463 (2003) (with Edward B. Rock).

Takeover Defense When Financial Markets Are (Only) Relatively Efficient, presented at the ILE Corporate Governance Roundtable, April 2002 and the Preferences and Rationale Choice Symposium, March 2002.

Dangerous Liaisons: Corporate Law, Trust Law, and Interdoctrinal Legal Transplants, 96 NW. U. L. REV. 651 (2002) (with Edward B. Rock).

Meeting by Signals, Playing by Norms: Complementary Accounts of Nonlegal Cooperation in Institutions, 36 U. RICH. L. REV. 423 (2002) (with Edward B. Rock).

Islands of Conscious Power: Law, Norms, and the Self-Governing Corporation, 149 U. PA. L. REV., 1619 (June 2001). Also published in 44 CORP. PRAC. COMMENTATOR 115 (2002) (with Edward B. Rock).

Waiting for the Omelet to Set: Match-Specific Assets and Minority Oppression in the Close Corporation, in CONCENTRATED CORPORATE OWNERSHIP, (Randall Morck ed., NBER/Univ. of Chicago 2000), also published in 24 J. Corp. L. 913 (1999) and 42 CORP. PRACT. COMMENTATOR 1 (2000) (with Edward B. Rock).

Tailored Claims and Governance: The Fit Between Employees and Shareholders, EMPLOYEES & CORPORATE GOVERNANCE (Margaret Blair & Mark J. Roe eds., Brookings Institution 1999) (with Edward B. Rock).

The Enforceability of Norms and the Employment Relationship, 144 U. PA. L. REV. 1913 (1996) (with Edward B. Rock).

More publications can be found here.

Working Papers

Finding the Right Balance in Appraisal Litigation: Deal Price, Deal Process, and Synergies, BUS. LAW. (forthcoming, 2018) (with Lawrence A. Hamermesh). (forthcoming 2018)
[View Document]

Why Defer to Managers? A Strong-Form Efficiency Model. (with Richard Kihlstrom) ILE Working Paper 05-19 (2005).
[View Document]

Research Areas

• Corporate Law
• Corporate Finance
• Labor Law
• Law and Economics

Positions

Penn Law - William B. and Mary Barb Johnson Professor of Law & Economics (1993- ); Professor of Management (1984-93)

U.S. Postal Service - Consultant (1980- )

Penn - Interim Provost (1998); Deputy Provost (1995-98); Faculty Assistant to the President (1975-79)

Commissioner, Minimum Wage Study Commission, Congressional Commission - established by Public Law 95-151, 95th Congress (1978-81)

Courses

• Corporate Law
• Corporate Finance
• Corporate Theory Seminar