Professors’ Scholarship Among 10 Best Corporate Law Articles of the Year

University of Virginia School of Law professors Kristen Eichensehr and Cathy Hwang’s paper analyzing the growing role of national security in corporate transactions has been named one of the top 10 corporate and securities law articles of 2023.               

In a poll conducted for Corporate Practice Commentator, Eichensehr and Hwang’s fellow academics chose the paper “National Security Creep in Corporate Transactions” from among more than 400 entries, marking the fifth time Hwang’s papers have been lauded by this poll. Hwang is among the top five authors recognized in the poll over the past five years.

The paper, published in the Columbia Law Review, discusses the expanded government review of cross-border investments for potential national security issues. Some of that “creep” has been driven by the Committee on Foreign Investment in the United States, an interagency committee in the executive branch that reviews foreign investment in the U.S. for national security concerns.

“Historically, CFIUS reviewed a small number of deals a year, ordering mitigation measures in deals with obvious national security implications, such as foreign government-controlled investments in U.S. defense contractors,” Eichensehr and Hwang write. “In recent years, however, it has reviewed hundreds of transactions a year, blocked several, and, via presidential order, ordered deals to be unwound after they have closed.”

For example, the federal government has ordered a Chinese company to unwind its acquisition of the data app Grindr, blocked a joint venture between a U.S. robotics company and its Chinese partner, and barred U.S. entities from investing in companies linked to China’s military and surveillance industry.

Eichensehr and Hwang presented their paper at the 2022 Harvard/Yale/Stanford Junior Faculty Forum.

Corporate Practice Commentator is a set of journals featuring articles written on all aspects of corporate law. The articles poll began in 1994. Past polls have also recognized Professors Michal Barzuza, Quinn Curtis, George S. Geis, Edmund W. Kitch and Paul G. Mahoney.

Eichensehr directs the National Security Law Center and is a senior fellow at the Miller Center. She writes and teaches about cybersecurity, foreign relations, international law and national security law.

Hwang is the Barron F. Black Research Professor of Law. Her research and teaching focus on business law, including mergers and acquisitions, corporate contracts and corporate governance.

The same poll recognized four other articles by Hwang as among the top 10 over the years: “Cleaning Corporate Governance” in 2022, “Shadow Governance” in 2021, “Deal Momentum” in 2018 and “Unbundled Bargains: Multi-Agreement Dealmaking in Complex Mergers and Acquisitions” in 2017.