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implications for the shape of legal education. Corporate Law Before the revolution In the 1960s, corporate law was an ossified, stagnant field. Dean Bayless Manning aptly summed up the situation in 1962 as follows: Corporation law, as a field of intellectual effort, is dead in the United States. We have nothing left but our great empty corporation statutes towering skyscrapers of rusted girders, internally welded together and containing nothing but wind. Most state corporation codes at the time were relics of the turn of the previous century; Delaware was to modernize its code in 1967. and the first revision of the model business Corporation Act was completed in 1969. The state of corporate law scholarship was not much different from that of corporation statutes We can trace the intellectual origin of what would become the new paradigm for orporate law to a pioneering article on mergers published only a few years after Mannings comment in 1965 by henry manne. The article coined the term "the market for corporate control, " challenging the conventional view of mergers as anticompetitive by contending that control changes in mergers played an efficiency-enhancing role replacing poorly performing managers and that the takeover mechanism was preferable because it avoided managements transactional veto, which was required by merger statutes. But that article appeared in the Journal of Political Economy(a leading economics journal) and not in a law review, and Bayless Manning, The Shareholders'Appraisal Remedy: An Essay for Frank Coker, 72 Yale. L J. 223, 245 n. 37(1962). William Carney also summarizes the state of the field as having reached an intellectual dead-end in a tribute to Henry Manne, in William Carney, The Legacy of the "Market for Corporate Control"and the Origins of the Theory of the Firm, 50 Case Western Res.L.Rev.215,221-225(1999 Henry G. Manne, Mergers and the Market for Corporate Control, 73 J. Pol. Econ. 110 (1965)Bayless Manning, The Shareholders’ Appraisal Remedy: An Essay for Frank Coker, 72 1 Yale. L. J. 223, 245 n.37 (1962). William Carney also summarizes the state of the field as having reached an intellectual dead-end in a tribute to Henry Manne, in William Carney, The Legacy of the “Market for Corporate Control” and the Origins of the Theory of the Firm, 50 Case Western Res. L. Rev. 215, 221-225 (1999). Henry G. Manne, Mergers and the Market for Corporate Control, 73 J. Pol. Econ. 110 2 (1965). 2 implications for the shape of legal education. Corporate Law Before the Revolution In the 1960s, corporate law was an ossified, stagnant field. Dean Bayless Manning aptly summed up the situation in 1962 as follows: “Corporation law, as a field of intellectual effort, is dead in the United States... We have nothing left but our great empty corporation statutes - towering skyscrapers of rusted girders, internally welded together and containing nothing but wind.” Most state corporation codes at the time were relics of the turn of the previous century; 1 Delaware was to modernize its code in 1967, and the first revision of the Model Business Corporation Act was completed in 1969. The state of corporate law scholarship was not much different from that of corporation statutes. We can trace the intellectual origin of what would become the new paradigm for corporate law to a pioneering article on mergers published only a few years after Manning’s comment in 1965 by Henry Manne. The article coined the term “the market for corporate 2 control,” challenging the conventional view of mergers as anticompetitive by contending that control changes in mergers played an efficiency-enhancing role replacing poorly performing managers and that the takeover mechanism was preferable because it avoided management’s transactional veto, which was required by merger statutes. But that article appeared in the Journal of Political Economy (a leading economics journal) and not in a law review, and
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