Biography

William J. Carney


Charles Howard Candler Professor Emeritus of Law

 

 

 

 

Areas of Expertise
Business Associations, Securities Regulation, Corporate Law

Biography

William J. Carney is a well-known author, lecturer and teacher in corporate law. He is author of two leading casebooks—Corporate Finance and Mergers and Acquisitions— as well as several other books and more than 50 articles and book chapters.

Before coming to Atlanta, Professor Carney was a partner in the Denver firm of Holland & Hart and a professor at the University of Wyoming. He also has taught at the law schools of the universities of Michigan, NYU, Virginia, Antwerp, Belgium, the Technical University of Dresden, Germany and Emory's American Law Center in Moscow. He has presented papers at conferences throughout the United States and Europe and taught in numerous continuing legal education programs. He holds a U.S. patent application on a novel takeover defense.

Professor Carney served as chair of the Corporate Code Revision Committee and as a member of the Executive Committee of the Corporate Section of the State Bar of Georgia. He is a board member and chair of the Nomination and Governance Committee of Pharmasset, Inc., a NASDAQ-listed company.

Education: BA, 1959, LLB, 1962, Yale University.

Publications
 
The Costs of Being Public After Sarbanes-Oxley: The Irony of 'Going Private'
Emory Law and Economics Research Paper No. 06-03, Emory Law Journal, Vol. 55, p. 141, 2006

 
On Feminism, Politics, and Rhetoric
54 Emory L.J. 261 2005

 
The Costs of Being Public After Sarbanes-Oxley: The Irony of 'Going Private'
Emory Law and Economics Research Paper No. 05-4 2005

 
Will Choice of Corporate Law Become Trivial?
Emory Law and Economics Research Paper No. 06-05 2005

 
Business Law: The Impact of Competition on Regulation - Introduction
52 Emory L.J. 1285 2003

 
The Illusory Protections of the Poison Pill
Notre Dame Law Review, Vol. 78, No. 4, 2003 2003

 
Appraising the Nonexistent: The Delaware Courts' Struggle with Control Premiums
152 U. Pa. L. Rev. 845 2003

 
Appraising the Non-Existent: The Delaware Courts' Struggle with Control Premiums
University of Pennsylvania Law Review, Vol. 152, 2003

 
The Randolph W. Thrower Symposium: Business Law: The Impact of Competition on Regulation - Introduction
Emory Law Journal, Vol. 52, p. 1053, 2003

 
The Illusory Protections of the Poison Pill
79 Notre Dame L. Rev. 179 2003

 
The Illusory Protections of the Poison Pill
2002

 
Roundtable Discussion: Corporate Governance
As published in Chicago-Kent Law Review, Vol. 77, pp. 235-49, 2001 2002

 
Jurisdictional Choice in Securities Regulation
41 Va. J. Int'l L. 717 2000

 
The Legacy of the Market for Corporate Control and the Origins of the Theory of the Firm
50 Case W. Res. L. Rev. 215 1999

 
Teaching Problems in Corporate Law: Making It Real
34 Ga. L. Rev. 823 1999

 
The Production of Corporate Law
Southern California Law Review, Vol. 71, No. 2 1998

 
Limited Liability
1998

 
The Production of Corporate Law
71 S. Cal. L. Rev. 715 1997

 
Two Modes of Discourse in the Stakeholder Debate
43 U. Toronto L.J. 379 1993

 
Vicarious Liability for Fraud on Securities Markets: Theory and Evidence
1992 U. Ill. L. Rev. 691 1992

 
ALI's Corporate Governance Project: The Death of Property Rights
61 Geo. Wash. L. Rev. 898 1992

 
Does Defying Constituencies Matter
59 U. Cin. L. Rev. 385 1990

 
The Limits of the Fraud on the Market Doctrine
44 Bus. Law. 1259 1988

 
From Stakeholders to Stockholders: A View from Organizational Theory
1997

 
The Production of Corporate Law
1997

 
Limited Liability Companies: Origins and Antecedents
66 U. Colo. L. Rev. 855 1994

 
Fairness Opinions: How Fair are They and Why Should We Do Nothing About It
70 Wash. U. L. Q. 523 1992

 
Section 4.01 of the American Law Institute's Corporate Governance Project: Restatement or Misstatement
66 Wash. U. L. Q. 239 1988

 
Controlling Management Opportunism in the Market for Corporate Control: An Agency Cost Model
1988 Wis. L. Rev. 385 1988

 
Changes in Corporate Practice under Georgia's New Business Corporation Code
40 Mercer L. Rev. 655 1988

 
The Theory of the Firm: Investor Coordination Costs, Control Premiums and Capital Structure
65 Wash. U. L. Q. 1 1987

 
Signalling and Causation in Insider Trading
36 Catholic U. L. Rev. 863 1986

 
Toward a More Perfect Market for Corporate Control
9 Del. J. Corp. L. 593 1984

 
Defining a Security: The Addition of a Market-Oriented Contextual Approach to Investment Contract Analysis
33 Emory L. J. 311 1984

 
Shareholder Coordination Costs, Shark Reppelents, and Takeout Mergers: The Case against Fiduciary Duties
1983 Am. B. Found. Res. J. 341 1983

 
Defining a Security: Georgia's Struggle with the Risk Capital Test
30 Emory L. J. 73 1981

 
Fundamental Corporate Changes, Minority Shareholders, and Business Purposes
1980 Am. B. Found. Res. J. 69 1980

 
Close Corporations and the Wyoming Business Corporation Act: Time for a Change
12 Land & Water L. Rev. 537 1977

 
The Perils of Rule 146
8 U. Tol. L. Rev. 343 1976

 
Exemptions from Securities Registration for Small Issuers: Shifting from Full Disclosure - Part II: The Intrastate Offering Exemption and Rule 147
11 Land & Water L. Rev. 161 1976

 
Exemptions from Securities Registration for Small Issuers: Shifting from Full Disclosure - Part III: The Small Offering Exemption and Rule 240
11 Land & Water L. Rev. 483 1976

 
Exemptions from Securities Registration for Small Issuers: Shifting from Full Disclosure - Part I: The Private Offering Exemption, Rule 146 and an End to Access for Small Issuers
10 Land & Water L. Rev. 507 1975

 
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