About

I am a professor at Santa Clara University in Silicon Valley. I am trained both as a lawyer and a political scientist. In my research I apply institutional and comparative analysis in order to understand the nature of the economy and international politics.

Research and Teaching

In my last several papers I examined questions fundamental to law and economics, corporate governance and corporate finance:

  • Can stock exchanges serve as a model for addressing climate change?

The spot market for carbon offsets: Insights from U.S. stock exchanges will appear in the Review of World Economics. Carbon offsets are a critical factor in addressing the harmful effects of climate change. The recent growth in voluntary carbon offsets is a welcome development in a setting dominated by compliance-oriented carbon markets driven by government emissions targets. However, fragmentation, volatile pricing, and low quality offsets have been problematic indications of inefficiency in this market. We argue that the underlying economic theory for compliance-oriented markets is different from that of voluntary offsets. Coase’s (1960) Problem of Social Cost lays the groundwork for the former while Akerlof’s (1970) Market for Lemons underpins the latter. We propose a literature on successful responses to the lemons problem, which employ a two-sided market structure (or multi-sided platform, MSP). We suggest that the value chain in the voluntary offset market could be reconfigured using this structure, as one possible response to the lemons problem. This structure has the added advantage of driving innovation and adoption in accounting and other market standards that would be tailored to support the carbon offset market.

  • Why is our theory of corporate law wrong?

In The Myth of Corporate Governance I maintain that corporate law theory has a mistaken concept of the ownership and control of the modern corporation. Firms are ruled not governed, and those who rule are a relatively coherent group of capitalists. Firms are not separated in any meaningful way between agent managers and principal shareholders as the dominant Berle-Means paradigm maintains. The paper was the subject of a blog post at Columbia Law School’s Blue Sky blog. I have presented it at the 2021 meetings of the Society of Socio-Economics and the National Business Law Scholars Conference hosted by the University of Tennessee. This paper apepared in the Socialist Register.

  • Why do stock markets succeed, or fail?

My paper on the stock markets is an empirical study of a significant change in the way the stock markets are regulated. Co-authored with economist Jennifer W. Kuan, the paper appeared in the International Review of Law and Economics in 2018. It argues, contrary to dominant thinking, that a non-profit organization like the pre-2006 New York Stock Exchange, can create an efficient stock market.

  • What is the structure of the firm?

My paper on the structure of the firm appeared in 2019 in the Cambridge Journal of Economics.  It challenges the standard model of the firm, known as the “Berle-Means paradigm.”

  • How should we analyze insider trading?

My paper on insider trading appeared in the Oxford Research Encyclopedia of Economics and Finance in 2020. It challenges the dominant property rights interpretation of insider trading, suggesting that instead an analysis based on the fundamental structure of capitalism would be more fruitful.

I teach courses that cover corporate law and governance, capital markets, corporate finance, international finance and international labor rights. In the 2024-25 academic year I am teaching, Business Organizations, a seminar on Globalization and the Rule of Law, Corporate Finance, and Securities Regulation. I also have frequently been a guest lecturer at Santa Clara’s Leavey School of Business on international business transactions. I have been a visiting professor at Cornell Law School, and a fellow or visiting scholar at Harvard, Stanford, and U.C. San Diego.