Lawrence A. Hamermesh
hamermesh2011 300pxRuby R. Vale Professor of Corporate and Business Law at Widener's Institute of Delaware Corporate Law

B.A., Haverford College
J.D., Yale Law School

E-mail: lahamermesh@widener.edu
Phone: 302.477.2132

Lawrence A. Hamermesh is the Ruby R. Vale Professor of Corporate and Business Law at Widener's Delaware campus and Director of the Widener Institute of Delaware Corporate and Business Law. Professor Hamermesh received a B.A. from Haverford College in 1973, and a J.D. from Yale Law School in 1976.

Following graduation from law school, Professor Hamermesh worked as an associate attorney with Morris, Nichols, Arsht & Tunnell in Wilmington, Delaware, from 1976-84, and was a partner at Morris, Nichols, Arsht & Tunnell from 1985-94.

Professor Hamermesh joined the faculty at Widener in 1994 as Associate Professor of Law. Professor Hamermesh is admitted to practice in Delaware, and he teaches and writes in the areas of Corporate Finance, Mergers and Acquisitions, Securities Regulation, Business Organizations, Corporate Takeovers, and Professional Responsibility.

In 2010 and 2011, while on a leave of absence, Professor Hamermesh served as senior special counsel in the Office of Chief Counsel of the Division of Corporation Finance at the Securities and Exchange Commission in Washington, DC.

Since 1995 he has been a member of the Corporation Law Council of the Corporation Law Section of the Delaware State Bar Association, which is responsible for the annual review and modernization of the Delaware General Corporation Law, and was Chair of the Council from 2002-2004.

From 2001 to 2007 Professor Hamermesh was an elected member of the Corporate Laws Committee of the American Bar Association Business Law Section, which supervises the drafting and revision of the Model Business Corporation Act. In 2011 he was named Associate Reporter for that committee. In 2002-2003, Professor Hamermesh served as the Reporter for the American Bar Association Task Force on Corporate Responsibility.

Professor Hamermesh was elected in 1999 as a member of the American Law Institute. Professor Hamermesh is also a member of the Board of Directors of ACLU Delaware, Inc.. He was President of that organization from 1996-2003, and served on the national board of directors of the ACLU from 2004 to 2009.


Selected Recent Publications

Articles
  • Delaware Corporate Law and the Model Business Corporation Act: A Study in Symbiosis, 74 DUKE JOURNAL OF LAW AND CONTEMPORARY PROBLEMS 107 (2011) (with Leo E. Strine, Jr. and Jeffrey M. Gorris)
  • Loyalty’s Core Demand: The Defining Role of Good Faith in Corporation Law, 98 GEORGETOWN LAW JOURNAL 629 (2010) (with Leo E. Strine, Jr., R. Franklin Balotti, and Jeffrey M. Gorris)
  • Rationalizing Appraisal Standards in Compulsory Buyouts, 50 BOSTON COLLEGE LAW REVIEW 1021 (2009) (with Michael Wachter)
  • The Short and Puzzling Life of the “Implicit Minority Discount” in Delaware Appraisal Law, 156 UNIVERSITY OF PENNSYLVANIA LAW REVIEW 1 (with Michael Wachter)
  • The Fair Value of Cornfields in Delaware Appraisal Law, 31 JOURNAL OF CORPORATION LAW 101 (2006) (with Michael Wachter).
  • The Policy Foundations of Delaware Corporate Law, 106 COLUMBIA LAW REVIEW 1749 (2006)
  • Twenty Years After Smith v Van Gorkom: An Essay On The Limits Of Civil Liability Of Corporate Directors And The Role Of Shareholder Inspection Rights, 45 WASHBURN LAW REVIEW 301 (2006).
  • Ruby R. Vale and a Definition of Legal Scholarship, 31 DELAWARE JOURNAL OF CORPORATION LAW 253 (2006).
  • Corporate Officers and the Business Judgment Rule: A Reply to Professor Johnson, 60 BUSINESS LAWYER 855 (2005) (with A. Gilchrist Sparks III).
  • Premiums In Stock For Stock Mergers And Some Consequences In The Law Of Director Fiduciary Duties, 152 U.Pa.L.Rev. 881 (2003)
  • The ABA Task Force On Corporate Responsibility And The 2003 Changes To The Model Rules Of Professional Conduct, 17 Geo.J.Legal Ethics 35 (2003.)
Other
  • Reporter, Report of the American Bar Association Task Force on Corporate Responsibility, March 31, 2003.