94-437

THE ROLE OF THE SHAREHOLDER IN
THE CORPORATE WORLD

HEARINGS

BEFORE THE

SUBCOMMITTEE ON CITIZENS AND SHAREHOLDERS RIGHTS AND REMEDIES

OF THE

COMMITTEE ON THE JUDICIARY

UNITED STATES SENATE

NINETY-FIFTH CONGRESS

Crompton, Charles, Delaware Bar Association___

Gilbert, Lewis D., shareholder spokesperson.

174

65

Goldberg, Justice Arthur J., accompanied by Pamela Stewart and

Martha Karatz___

98

Jones, Mary Gardiner, president, National Consumers League, and

former member of the Federal Trade Commission_.

68

Loomis, Philip, Commissioner, Securities and Exchange Commission

Marshall, Burke, professor of law, Yale Law School...

4

21

Murphy, Sister Regina, S.C., cochairperson of the Coalition for
Responsible Investment...

Nader, Ralph, consumer advocate; accompanied by Mark Green,

director, Public Citizen's Congress Watch-

151

32

Newman, J. Wilson, retired chairman of the board of Dun & Bradstreet
and presently a director of Lockheed Aircraft_.

123

Ruder, David S., professor of law, Northwestern University School

of Law..

Smith, Bryan F., chancellor of the University of Dallas, director of
Texas Instruments, Inc...

47

163

Smith, Timothy H., director, the Interfaith Center on Corporate

Responsibility.

156

Sommer, A. A., Jr., former member of the Securities and Exchange

Commission, and Chairman, SEC Advisory Committee on Corporate

Disclosure..

134

Sporkin, Stanley, Director, Division of Enforcement, Securities and

Exchange Commission..

.87, 118

Winter, Ralph K., Jr., professor of law, Yale University.

79

Articles and letters:

Cary, William L., "Federalism and Corporate Law: Reflections Upon
Delaware".

238

Chirelstein, Marvin, "Legislative Solutions for Fiduciary Problems"-

Goldberg, Arthur J., "Debate on Outside Directors".

264

99

Hershey, Robert D., Jr., "Chipping Away at the SEC".

18

Letters from Arthur J. Goldberg to George A. Fitzsimmons, SEC.......

Letters received by Stanley Sporkin...

101

96

Sommers, A. A., Jr., "A Keynote Address-of Sorts".

Winter, Ralph K., Jr., "State Law, Shareholder Protection and the
Theory of the Corporation..

269

Appendix:

Ernst & Ernst v. Hochfelder et al.

194

"Federalism and Corporate Law: Reflections Upon Delaware," by

William L. Cary.......

"Legislative Solutions for Fiduciary Problems," by Marvin Chirelstein_

Santa Fe Industries, Inc., et al., pelitioners v. S. William Green et al___

SEC requests for written statements and announcements of hearings.

"State Law, Shareholder Protection, and the Theory of the Corpora-

tion", by Ralph K. Winter, Jr..

Great Western United Corp. v. Kidwell_.