Executive Director of the Lowell Milken Institute for Business Law and Policy
Professor of Practice
Michael Dorff is the Executive Director of the Lowell Milken Institute for Business Law and Policy and a Professor of Practice. Professor Dorff teaches and researches in areas of corporate law and entrepreneurship, with a focus on social enterprise.
Before joining UCLA, Professor Dorff was the Michael and Jessica Downer Chair and the Director of the Law and Technology Program at Southwestern Law School, where he now holds the title of Professor Emeritus and where he was elected Class Marshall by the graduating class three times. He also served as Southwestern’s founding Associate Dean for Research for five years and previously taught at Rutgers Law School. He is an Honorary Fellow at the Hanken Centre of Accounting, Finance, and Governance in Helsinki, Finland.
Professor Dorff received his B.A. from Harvard College and his J.D. from Harvard Law School, where he graduated magna cum laude. After law school, he clerked for Judge Levin H. Campbell on the United States Court of Appeals for the First Circuit before practicing corporate litigation at firms in Houston and New York.
Professor Dorff is the author of two books, Indispensable and Other Myths: Why the CEO Pay Experiment Failed, and How to Fix It (University of California Press 2014) and Becoming a Public Benefit Corporation: Express Your Values, Energize Stakeholders, Make the World a Better Place (Stanford University Press 2023). His work has been published by numerous law reviews such as the Southern California Law Review and the Harvard Business Law Review as well as popular publications such as The Atlantic, the Los Angeles Times, and Politico. He has been quoted or his work discussed in publications such as The Economist, Fast Company, Fortune, the Houston Chronicle, the Huffington Post, the Los Angeles Times, Reuters, Slate, The New Yorker, The Wall Street Journal, and Wired, as well as Marketplace and NBC.
Bibliography
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Books
- Becoming a Public Benefit Corporation: Express Your Values, Energize Stakeholders, Make the World a Better Place. Stanford University Press (2023). Book Info.
- Indispensable and Other Myths: Why the CEO Pay Experiment Failed and How to Fix It. University of California Press (2014). Book Info.
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Articles & Book Chapters
- The Future or Fancy? An Empirical Study of Public Benefit Corporations (with James Hicks and Steven Davidoff Solomon), 11 Harvard Business Law Review 113 (2021). Full Text
- The Odd Couple: Delaware and Public Benefit Corporations, in The Corporate Contract in Changing Times: Is the Law Keeping Up? (edited by Steven Davidoff Solomon & Randall S. Thomas, University of Chicago Press, 2019). Full Text
- Bargaining with the CEO: The Case for “Negotiate First, Choose Second” (with Russell Korobkin), 34 Negotiation Journal 347 (2018). Full Text
- Why Public Benefit Corporations?, 42 Delaware Journal of Corporate Law 77 (2017). Full Text
- Assessing the Assessment: B Lab’s Effort to Measure Corporate Benevolence, 40 Seattle Law Review 515 (2017). (invited submersion to the Berle Symposium) Full Text
- The Siren Call of Equity Crowdfunding, 39 Journal of Corporation Law 493 (2014). Full Text
- Confident Uncertainty, Excessive Compensation, and the Obama Plan, 85 Indiana Law Journal 491 (2019). Full Text
- Is There a Method to the Madness? Why Creative and Counterintuitive Solutions Are Counterproductive, in Mark White (with Kim Ferzan), in Theoretical Foundations of Law & Economics (Cambridge University Press, 2009). Full Text
- The Perils of Forgetting Fairness (with Kim Ferzan), 59 Case Western Reserve Law Review 597 (2009). Full Text
- Executive Compensation in Public Corporations in Elliot Dorff and Louis E. Newman, in Jewish Voices/Jewish Choices: Power (Jewish Publication Society , 2008). Book Info.
- The Group Dynamics Theory of Executive Compensation, 28 Cardozo Law Review 2025 (2007). Full Text
- Does One Hand Wash the Other: Testing the Managerial Power and Optimal Contracting Theories of Executive Compensation, 30 Journal of Corporation Law 255 (2005). Full Text
- Softening Pharaoh’s Heart: Harnessing Altruistic Theory and Behavioral Law and Economics to Rein in Executive Salaries, 51 Buffalo Law Review 811 (2003). Full Text
- Why Welfare Depends on Fairness: A Reply to Kaplow and Shavell, 75 Southern California Law Review 847 (2002). Full Text
- Selling the Same Asset Twice: Towards a New Exception to Corporate Successor Liability Rules, 73 Temple Law Review 717 (2000). Full Text
- Attaching Tort Claims to Contract Actions: An Economic Analysis of Contort, 28 Seton Hall Law Review 390. Full Text
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Op-Eds And Popular Press
- The Future or Fancy? An Empirical Study of Public Benefit Corporations. Harvard Law School Forum on Corporate Governance and Financial Regulation, August 21, 2019. Full Text
- Why Public Benefit Corporations?. Columbia Blue Sky Blog, November 28, 2016. Full Text
- Can a Corporation Have a Soul?. The Atlantic, October 20, 2016. Full Text
- What Will It Take to Control CEO Pay?. Politico, August 7, 2015. Full Text
- Will Hillary Reverse Bill. Politico, July 28, 2015 Full Text
- Is Performance-Related Pay for CEOs an Outmoded Idea?. Work, December 2014, p. 7.
- Are CEO Pay and Performance Linked?. Utne Reader, November 2014. Full Text
- Letter to the Editor re: Pay Disparities Today. New York Times, October 11, 2014. Full Text
- Are CEOs Really Overpaid?. Workspan, Vol. 1, pp. 49-51 (Jan. 2014).
- Congress’ Wrong-Way Approach to CEO Pay. Los Angeles Times, October 17, 2013 Full Text
- Dodd-Frank’s Redundant Ratios. Tell It To Al (blog of Wall Street Journal columnist Al Lewis), September 20, 2013 Full Text