The Marketplace of Ideas: Rethinking the Disclosure of Beneficial Ownership under Section 13(d)

The CLS Blue Sky Blog presents the third installment of our series,  “The Marketplace of Ideas.”  Earlier installments are available here and here.  The intent is to present different perspectives on the same subject by two or more authors.

Today, the subject is how the SEC should respond to Dodd Frank’s invitation to rethink the disclosure of beneficial ownership under Section 13(d).  We have asked a number of experts for their views.

Our first release, Proposals to “Reform” the Section 13D Rules:  Getting it Precisely Backwards, comes to us from Professors Ronald J. Gilson of Columbia and Stanford Law School and Jeffrey N. Gordon of Columbia Law School.

Our second release, Disclosure is Still the Best Policeman! comes to us from Professor John C. Coffee, Jr. of Columbia Law School.  It responds to the first.


Professor Gilson’s and Professor Gordon’s piece is available here and Professor Coffee’s piece is available here.  Commentary on these posts is greatly encouraged.