DAVID MILLON School of Law Washington and Lee University Lexington, Virginia 24450 Office: 540-458-8993 Fax: 540-458-8586 Cell: 540-460-8307 Email: [email protected] PROFESSIONAL AFFILIATIONS Washington and Lee University, School of Law. J.B. Stombock Professor of Law since 2001; Associate Dean for Academic Affairs, 2000-06; Professor of Law 1994-2001; Director, Frances Lewis Law Center, 1994-97; Associate Professor of Law (with tenure), 1990-94; Assistant Professor of Law, 1986-90. Cornell Law School. Visiting Associate Professor of Law, 1991-92. University of Cambridge (England). Visiting Member of the Faculty of Law, 1990-91. Hale and Dorr (Boston). Associate attorney (Litigation Department), 1983-86. EDUCATION Harvard Law School. J.D. (cum laude), 1983. Cornell University. M.A., 1978, Ph.D. (History), 1982. Dissertation: "Common Law and Canon Law During the Reign of Edward I." Dissertation supervisor: Professor Brian Tierney. University of London, Institute for Historical Research. Visiting Scholar, 1978-80. Ohio State University. B.A., 1975, M.A. (History), 1976. PUBLICATIONS Book Select Ecclesiastical Cases from the King's Courts 1272-1307 (Selden Society, vol. 126, 2009). Articles and book chapters "Enlightened Shareholder Value, Social Responsibility, and the Redefinition of Corporate Purpose without Law," in Corporate Governance after the Financial Crisis (P. Vasudev & S. Watson eds., Edward Elgar 2012). - 1 - "Reforming the Third Year of Law School," in Reforming Legal Education: Law Schools at the Crossroads (D. Moss & D. Curtis eds., Information Age Publishing 2012) (with R. Danforth & L. Johnson). "Human Rights and Delaware Corporate Law," 25 Pacific McGeorge Global Business and Development Law Journal 173 (2012) (invited contribution, Symposium: The Global Impact and Implementation of Human Rights Norms). "Two Models of Corporate Social Responsibility," 46 Wake Forest Law Review 523 (2011) (invited contribution, Symposium: The Sustainable Corporation). "The Still-Elusive Quest to Make Sense of Veil-Piercing," 89 Texas Law Review See Also 15 (2010). "The Single Constituency Argument in the Economic Analysis Of Business Law," 24 Research in Law and Economics 43 (2009) (invited contribution, Symposium: Law and Economics—Toward Social Justice, Seattle University School of Law). "Piercing the Corporate Veil, Financial Responsibility, and the Limits of Limited Liability," 56 Emory Law Journal 1305 (2007) (reprinted in 49 Corporate Practice Commentator 857 (2008)). "Recalling Why Corporate Officers are Fiduciaries," 46 William and Mary Law Review 1597 (2005) (with L. Johnson) (reprinted in 47 Corporate Practice Commentator 785 (2005)). "Worker Ownership Through 401(k) Plans: Enron's Cautionary Tale," 76 St. John's Law Review 835 (2002) (invited contribution, Symposium: Enron and Its Aftermath). "Why is Corporate Management Obsessed with Quarterly Earnings and What Should be Done About It?," 70 George Washington Law Review 890 (2002) (invited contribution, Symposium: Lawrence Mitchell, Corporate Irresponsibility). "Enron and the Dark Side of Worker Ownership," 1 Seattle Journal for Social Justice 113 (2002). "The Ambiguous Significance of Corporate Personhood," Stanford Agora: An Online Journal of Legal Perspectives (Vol. 1 Issue 2, 2001, http://www.law.stanford.edu/agora/issue2/index.html) (invited principal paper, Symposium: Competing Conceptions of Personhood). "New Game Plan or Business as Usual? A Critique of the Team Production Model of Corporate Law," 86 Virginia Law Review 1001 (2000). "Default Rules, Wealth Distribution, and Corporate Law Reform: Employment at Will Versus Job Security," 146 University of Pennsylvania Law Review 975 (1998). "Communitarianism in Corporate Law: Foundations and Law Reform Strategies," in Progressive Corporate Law (L. Mitchell ed., Westview Press 1995). "Personifying the Corporate Body," 2 Graven Images: A Journal of Culture, Law, and the Sacred 116 (1995) (invited contribution, Symposium: The Body). "Communitarians, Contractarians, and the Crisis in Corporate Law," 50 Washington and Lee Law Review 1373 (1993). "Corporate Takeovers and Corporate Law: Who's in Control?," 61 George Washington Law Review 1177 (1993) (with L. Johnson). - 2 - "Juries, Judges, and Democracy," 18 Law & Social Inquiry 135 (1993) (review essay discussing S. Stimson, The American Revolution in the Law: Anglo-American Jurisprudence Before John Marshall). "Objectivity and Democracy," 67 N.Y.U. Law Review 1 (1992). "Redefining Corporate Law," 24 Indiana Law Review 223 (1991). "Theories of the Corporation," 1990 Duke Law Journal 201. "The Case Beyond Time," 45 The Business Lawyer 2105 (1990) (with L. Johnson). "Positivism in the Historiography of the Common Law," 1989 Wisconsin Law Review 669. "Misreading the Williams Act," 87 Michigan Law Review 1862 (1989) (with L. Johnson) (reprinted in 33 Corporate Practice Commentator 221 (1991)). "Missing the Point About State Takeover Statutes," 87 Michigan Law Review 846 (1989) (with L. Johnson) (reprinted in 31 Corporate Practice Commentator 581 (1990)). "Does the Williams Act Preempt State Common Law in Hostile Takeovers?," 16 Securities Regulation Law Journal 339 (1989) (with L. Johnson). "State Takeover Laws: A Rebirth of Corporation Law?," 45 Washington and Lee Law Review 903 (1988). "The Sherman Act and the Balance of Power," 61 Southern California Law Review 1219 (1988) (excerpted in The Political Economy of the Sherman Act: The First One Hundred Years (E. Sullivan ed., 1991) and An Antitrust Anthology (A. Gavil ed., 1996)). "Ecclesiastical Jurisdiction in Medieval England," 1984 Illinois Law Review 621. "Circumspecte Agatis Revisited," 2 Law and History Review 104 (1984). Shorter pieces Review of M. Bilder, M. Marcus & R. Newmyer eds., Blackstone in America: Selected Essays of Kathryn Preyer, 52 American Journal of Legal History 500 (2012). "Keeping Hope Alive," 68 Washington and Lee Law Review 369 (2011) (comment, Washington and Lee Law Review Student Notes Colloquium). Remarks delivered at Roundtable on the Criminalization of Corporate Law, University of Maryland School of Law, published in 2 Journal of Business & Technology Law 101 (2007). "Roger Groot, Legal Historian," 64 Washington and Lee Law Review 34 (2007). Tribute to Frederic L. Kirgis, 62 Washington and Lee Law Review 833 (2005). "Who 'Caused' the Enron Debacle?," 60 Washington and Lee Law Review 309 (2003) (comment, Washington and Lee Law Review Student Notes Colloquium). "The Enron Pension Disaster," W&L Law (Fall 2002) (law school's alumni magazine). Interview on political significance of various theories of the corporation, Corporate Crime Reporter, Feb. 11, 2002. - 3 - Entries on "Juries and the Jury System" and "Statutes," in Medieval England: An Encyclopedia (Garland Publishing Inc. 1998). Review of N. Doe, Fundamental Authority in Late Medieval English Law, 12 Law and History Review 181 (1994). "The First Antitrust Statute," 29 Washburn Law Journal 141 (1990) (invited address, National Association of Attorneys General). "International Trade: FTC Service of Subpoenae Abroad," 22 Harvard International Law Journal 458 (1981) (student piece). Works in progress Articles: "Shareholder Social Responsibility," forthcoming in Seattle University Law Review. "Shareholder Primacy in the Classroom after the Financial Crisis," forthcoming in Journal of Business & Technology Law. "Corporate Theory and Corporate Social Responsibility." "Corporate Social Responsibility and Sustainability." "Jury Autonomy and the Rule of Law in English Legal History." Book: "From Communal Justice to Common Law: The Origins of Modern Legal Theory." ADDRESSES AND PRESENTATIONS "Institutional Shareholders and Corporate Social Responsibility," 5th International Conference on Corporate Social Responsibility, Berlin, Oct. 2012. "Kiobel v. Royal Dutch Petroleum Co." Paper presented at Supreme Court Update Panel, Southeastern Association of Law Schools annual meeting, Aug. 2012. "Shareholder Social Responsibility." Paper presented at symposium, "Berle IV: The Future of Financial/Securities Markets," London, June 2012. Organizer, moderator, and commenter, panel on "Corporate Law and Human Rights." Law and Society Association annual meeting, Honolulu, June 2012. Comment on paper by Prof. Alicia Plerhoples, George Washington University School of Law Junior Faculty Workshop, Feb. 2012 "Corporate Social Responsibility and Sustainability." Paper presented at plenary session of conference on Towards Sustainable Companies: Identifying New Avenues, Oslo, Norway, Aug. 2011. - 4 - "Two Models of Corporate Social Responsibility, with Remarks on Accounting Implications." Paper presented at annual meeting of the Society for the Advancement of Socio-Economics, Madrid, Spain, June 2011. "Two Models of Corporate Social Responsibility." Paper presented at Symposium on the Sustainable Corporation, Wake Forest University School of Law, April 2011. "Enlightened Shareholder Value, Social Responsibility, and the Redefinition of Corporate Purpose Without Law." Paper presented at Symposium on Corporate Governance in the Post, Post World, Auckland, New Zealand, April 2010. "Berle vs. Dodd after 80 Years: Why are We Still Arguing about This?" Paper presented at symposium on "In Berle's Footsteps," Seattle University School of Law, Nov. 2009. "Incorporation, Listing, and Human Rights." Remarks presented at Expert Consultation on Business and Human Rights convened by Special Representative to the United Nations Secretary General, Osgoode Hall Law School, Toronto,