High-End Bargaining Problems

WW Clayton - Vand. L. Rev., 2022 - HeinOnline
The legal rules governing business transactions place great confidence in the ability of
contracting parties to bargain effectively. Contract law, for example, is built on the …

Side Letter Governance

E De Fontenay, Y Nili - Wash. UL Rev., 2022 - HeinOnline
ABSTRACT A standard feature of the private equity industry," side letters" are confidential
agreements between the sponsor and individual investors that give the latter special rights …

High-End Securities Regulation: Reflections on the SEC's 2022-23 Private Funds Rulemaking

WW Clayton - Harv. Bus. L. Rev., 2024 - HeinOnline
Many scholars have criticized the bargaining outcomes in private equity funds.'Over the
years, academic critics have referred to private equity funds as an" incubator for agency …

How Public Pension Plans Have Shaped Private Equity

WW Clayton - Md. L. Rev., 2021 - HeinOnline
Private equity's biggest backers are public pension plans. Sometimes held up as an elite
private contracting setting,'the $4.5 trillion private equity industry2 is actually funded in …

Shadow Contracts

JS Jeffers, AM Tucker - The University of Chicago …, 2022 - chicagounbound.uchicago.edu
This project explores side letters in private market funds. Side letters, separate agreements
between a fund and an investor, act as an invisible amendment to the main contract. This …

Ask the Smart Money: Shareholder Votes by a" Majority of the Quality Shareholders"

LA Cunningham - UC Davis L. Rev., 2021 - HeinOnline
Shareholders lost billions of dollars in one of the bitterest corporate battles of the past
decade: Dell Inc.'s 2013 going private in a cash-out merger.'Founder and majority …

Should Labor Abandon Its Capital? A Reply to Critics

DH Webber - Harv. Bus. L. Rev., 2022 - HeinOnline
Several recent works have sharply criticized public pension funds and labor union funds ("
labor's capital"). These critiques come from both the left and right. Leftists criticize labor's …

THE EMPTY PROMISE OF THE FOURTH AMENDMENT IN THE FAMILY

Y Nili - 2023 - HeinOnline
On a chilly November evening in 1988, the" barbarians" finally breached the gates of RJR
Nabisco, the American manufacturing conglomerate. After a bitter struggle, the private equity …

Private Equity Fund Bargaining: What We Know (and Don't Know)

WW Clayton - BYU Law Research Paper Forthcoming, 2023 - papers.ssrn.com
Recent regulatory developments in the United States have forced a reckoning with the
following question: How much do we really know about the general partner-limited partner …

NOTES & COMMENTS

R Richardson, WW Clayton, BH McDonnell, MT Bodie… - 2022 - HeinOnline
Over the last two decades the increased accessibility of vast amounts of data and
advancements in computational techniques and resources have fueled what some call a" …