Fairfax, Lisa M.

GW Law Faculty Publications

November 24, 2019

SSRN | Scholarly Commons


Business Organizations:  An Integrated Approach (2019).

Corporate Director's Guidebook. Chicago: Corporate Laws Committee, ABA Business Law Section, 2011. 

Shareholder Democracy: A Primer on Shareholder Activism and Participation. Durham, NC: Carolina Academic Press, 2011. 



The Securities Law Implications of Financial Illiteracy, 104 Va. L. Rev. 1065 (2018).

From Equality to Duty: On Altering the Reach, Impact, and Meaning of the Texas Gulf Legacy, 71 S.M.U. L. Rev. 729 (2018).

Toward a Theory of Shareholder Leverage, 62 UCLA L. Rev. Discourse 92 (2014), http://www.uclalawreview.org/pdf/discourse/62-4.pdf.

"Separation Anxiety: A Cautious Endorsement of the Independent Board Chair," 47 Indiana Law Review 237-269 (2014).

(With Wilmarth, Arthur E.) "Introduction" (Symposium: Striking the Right Balance: Investor and Consumer Protection in the New Financial Marketplace), 81 The George Washington Law Review 663-676 (2013).

"Mandating Board-Shareholder Engagement?," 2013 University of Illinois Law Review 821-857.

"Sue on Pay: Say on Pay's Impact on Directors' Fiduciary Duties," 55 Arizona Law Review 1-51 (2013).
     Available at: http://www.arizonalawreview.org/pdf/55-1/55arizlrev1.pdf.

"Managing Expectations: Does the Directors' Duty to Monitor Promise More Than It Can Deliver?," 10 University of St. Thomas Law Journal 416-448 (2012).

"The Elusive Quest for Director Independence," in Research Handbook on the Economics of Corporate Law. Ed by Claire A. Hill and Brett H. McDonnell. Northampton, MA: Edward Elgar, 2012.

"Board Diversity Revisited: New Rationale, Same Old Story?," 89 North Carolina Law Review 855-885 (2011).

"Government Governance and the Need to Reconcile Government Regulation with Board Fiduciary Duties," 95 Minnesota Law Review 1692-1732 (2011).

"On the Sufficiency of Corporate Regulation as an Alternative to Corporate Criminal Liability," 41 Stetson Law Review 117-126 (2011).

"The Model Business Corporation Act at Sixty: Shareholders and Their Influence," 74 Law and Contemporary Problems 19-30 (2011).

"The Uneasy Case for the Inside Director," 96 Iowa Law Review 127-193 (2010).

"Virtual Shareholder Meetings Reconsidered," (Symposium: Securities Regulation and the Global Economic Crisis: What Does the Future Hold?) 40 Seton Hall Law Review 1367-1431 (2010).

"Delaware's New Proxy Access: Much Ado About Nothing?," 11 Transactions: The Tennessee Journal of Business Law 87-109 (2009).

"The Future of Shareholder Democracy," 84 Indiana Law Journal 1259-1308 (2009).

"The Legal Origins Theory in Crisis," (Evaluating Legal Origins Theory Symposium) 2009 Brigham Young University Law Review 1571-1617.

"Making the Corporation Safe for Shareholder Democracy," 69 Ohio State Law Journal 53-107 (2008).

"Shareholder Democracy on Trial: International Perspective on the Effectiveness of Increased Shareholder Power," 3Virginia Law & Business Review 1-33 (2008).

"Easier Said Than Done? A Corporate Law Theory for Actualizing Social Responsibility Rhetoric," (Symposium: Women and the "New " Corporate Governance) 59 Florida Law Review 771-828 (2007).

"Martha Stewart and Director Independence," in Martha Stewart's Legal Troubles, p. 359-378. Ed. By Joan Heminway. Durham: Carolina Academic Press, 2007.

"Clogs in the Pipeline: The Mixed Data on Women Directors and Continued Barriers to Their Advancement," (Symposium: Women and the "New" Corporate Governance) 65 Maryland Law Review 579-624 (2006).

"The Rhetoric of Corporate Law: The Impact of Stakeholder Rhetoric on Corporate Norms," 31 Journal of Corporation Law 675-718 (2006).

"Sarbanes-Oxley, Corporate Federalism, and the Declining Significance of Federal Reforms on State Director Independence Standards," (28th Annual Symposium, "In the Wake of the Sarbanes-Oxley Act) 31 Ohio Northern University Law Review 381-415 (2005).

"Some Reflections on the Diversity of Corporate Boards: Women, People of Color, and the Unique Issues Associated with Women of Color," 79 St. John's Law Review 1105-1120 (2005).
     Available at: http://scholarship.law.stjohns.edu/lawreview/vol79/iss4/8/.

"Spare the Rod, Spoil the Director? Revitalizing Directors' Fiduciary Duty Through Legal Liability," 42 Houston Law Review 393-456 (2005).

"The Bottom Line on Board Diversity: A Cost-Benefit Analysis of the Business Rationales for Diversity on Corporate Boards," 2005 Wisconsin Law Review 795-854.

"Achieving the Double Bottom Line: A Framework for Corporations Seeking to Deliver Profit and Public Services," 9 Stanford Journal of Law, Business and Finance 199-253 (2004).

"Doing Well While Doing Good: Reassessing the Scope of Directors' Fiduciary Obligations in For-Profit Corporations with Non-Shareholder Beneficiaries," 59 Washington and Lee Law Review 409-474 (2003).
     Reprinted in 45 Corporate Practice Commentator 85 (2003).

"The Thin Line Between Love and Hate: Why Affinity-Based Securities and Investment Fraud Constitutes a Hate Crime," 36 U.C. Davis Law Review 1073-1143 (2003).

"Form Over Substance?: Officer Certification and the Promise of Enhanced Personal Accountability under the Sarbanes-Oxley Act," 55 Rutgers Law Review 1-64 (2002).
     Reprinted in 36 Securities Law Review (2004).

"The Sarbanes-Oxley Act as Confirmation of Recent Trends in Director and Officer Fiduciary Obligations," (Symposium: Enron and Its Aftermath) 76 St John's Law Review 953-977 (2002).

"Trust, the Federal Sentencing Guidelines, and Lessons from Fiduciary Law," 51 Catholic University Law Review 1025-1056 (2002).

"'With Friends Like These:' Toward a More Efficacious Response to Affinity-Based Securities and Investment Fraud," 36 Georgia Law Review 63-119 (2001).

"The Silent Resurrection of Plessy: The Supreme Court's Acquiescence in the Resegregation of America's Schools," 9 Temple Political & Civil Rights Law Review 1-57 (1999).

"When You Wish Upon a Star: Explaining the Cautious Growth of Royalty-Backed Securitization," 1999 Columbia Business Law Review 441-488.