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California Law Review
Volume 57 | Issue 1 Article 1

January 1969

The Legal Roles of Shareholders and Management in Modern Corporate Decisionmaking
Melvin Aaron Eisenberg

Follow this and additional works at: Recommended Citation
Melvin Aaron Eisenberg, The Legal Roles of Shareholders and Management in Modern Corporate Decisionmaking, 57 Cal. L. Rev. 1 (1969). Available at:

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California Law Review
VOL. 57 JANUARY 1969
Copyright © 1969 by California Law Review, Inc.

No. 1

The Legal Roles of Shareholders and

Management in Modern Corporate Decisionmaking
Melvin Aron Lisenberg*








. ........ 1. Considerations of Public Policy .. (a) "Shareholder democracy ". . .. ........ ... . ......... (b) Client-group participation .. (c) Managerialism ..... ........... . ........ 2. Managerial Conflicts of Interest .. .. ........... 3. Shareholder Expectations ... ............ (a) The AT&T myth .... ... .... (b) The fallacy of "the average shareholder" (i) The proprietary principle of corporate law . (ii) Institutional investors as shareholders in publicly .......... held corporations ... (A) The magnitude of institutional shareholdings (B) The

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