Illinois State University, B.S.
Northwestern University, J.D.
Professor John H. Matheson is an internationally recognized expert in the area of corporate and business law. He has taught in China, Germany, the Netherlands, and Lithuania. He teaches courses in business associations/corporations, contracts, corporate finance, comparative corporate governance, publicly held corporations, and closely held businesses.
Professor Matheson received his B.S. degree from Illinois State University with high honors. He received his J.D. degree, cum laude, from Northwestern University School of Law, where he was Editor-in-Chief of the Northwestern University Law Review. After completing his J.D. degree, he clerked for Judge Robert A. Sprecher of the United States Court of Appeals for the Seventh Circuit. Professor Matheson then practiced with the law firm of Hedlund, Hunter & Lynch (now Latham & Watkins) in Chicago.
In 1982, he joined the University of Minnesota Law School faculty. He also serves as co-director of the Center for Business Law at the Law School. He is of counsel to the Minneapolis law firm of Kaplan, Strangis and Kaplan, where he specializes in corporate governance counseling, mergers and acquisitions, and securities law matters. He is a member of the American Law Institute and is listed in Who's Who in America.
On five occasions Professor Matheson has been the recipient of the Law School's annual Stanley V. Kinyon Outstanding Teaching and Counseling Award. In 2008, Professor Matheson received the University-wide Award for Outstanding Contributions to Postbaccalaureate, Graduate and Professional Education and was inducted into the Academy of Distinguished Teachers. He is the first Law School professor to be so honored by the University.
Professor Matheson's several books and numerous articles predominantly address business and corporate law issues. In 2007, one of Professor Matheson's co-authored articles, "Challenging Delaware's Desirability as a Haven for Incorporation," received the 2007 National Burton Award for Legal Excellence. The National Burton Awards Program was created to reward effective legal writing that uses plain, clear language and avoids stilted legalese.
Corporation Law and Practice, Second Edition (Two Volumes) (Thomson West 2004) (with Philip S. Garon).
Business Law Deskbook, Second Edition (2003) (with Brent A. Olson).
Corporations and Other Business Associations-Statutes, Rules and Forms (2000 ed.) (with Edward S. Adams).
Corporation Law and Practice (1996) (with Philip S. Garon).
Modern Commercial Paper: The New Law of Negotiable Instruments and Related Commercial Paper (1994) (with Edward S. Adams & Steve H. Nickles).
Publicly Traded Corporations: Governance, Operation and Regulation (1993).
Minnesota Corporation Law & Practice (1992) (with Philip S. Garon).
Materials For Understanding Credit and Payment Systems (1987) (with John F. Dolan & Steve H. Nicks).
Articles
Globalization With Chinese Characteristics: China's Use Of Merger, Acquisition And Investment Policy In Its Economic Development Strategy, 15 Willamette J. Int'l L. & Dispute Res. 1 (2009).
Academic Freedom, Blue Sky Laws, Catholics (Roman), Conscientious Objection to Military Service, and Securities and Exchange Commission entries in the Encyclopedia of the First Amendment (CQ Press 2008), edited by John Vile, Middle Tennessee State University, David Hudson, Jr., Vanderbilt University and David Schultz, Hamline University.
A Simple Statutory Solution to Minority Oppression in the Closely-Held Business, 91 Minn. L. Rev. 657 (2007) (with R. Kevin Maler), selected for reprinting in full in 49 Corporate Practice Commentator 421 (2007).
Challenging Delaware's Desirability as a Haven for Incorporation, 32 Wm. Mitchell L. Rev. 769 (2006) (with Philip S. Garon and Michael A. Stanchfield) - Burton Award Winner 2007.
Convergence, Culture and Contract Law in China, 15 Minn. J. Int'l. L. 329 (2006).
"American Bar Association," "Common Law," "Directed Verdicts," "Freedom of Contract" and "Summary Judgment" entries in The Encyclopedia of Civil Liberties in America (M.E. Sharpe, Inc. 2005), David Schultz and John R. Vile, editors.
The Limits of Business Limited Liability: Entity Veil Piercing and Successor Liability Doctrines, 31 Wm. Mitchell L. Rev. 411 (2004)
Liability of Agent to Third Parties: On the Contract and Warranty of Authority (2003), an interactive computer exercise at http://lessons2.cali.org/web/ba02/index.htm (with Eric J. Gouvin, Professor of Law, Western New England College School of Law)
"Insider Trading," Liberty of Contract" and "Securities and Exchange Commission" entries in Encyclopedia of American Law (2002), David Schulz, editor.
Governance Issues in the Multidisciplinary Corporate Practice Firm, 69 U. Cin. L. Rev. 1107 (2002).
Multidisciplinary Practice and the Future of the Legal Profession: Considering a Role for Independent Directors, 32 Loy. U. Chi. L. J. 577 (2001) (with Peter Favorite).
A Statutory Model For Corporate Constituency Concerns, 49 Emory L. J. 1085 (2000) (with Edward S. Adams).
The Doctrine of Piercing the Veil in an Era of Multiple Limited Liability Entities: An Opportunity to Codify the Test for Waiving Owners' Limited Liability Protection, 75 Wash. L. Rev. 147 (2000) (with Raymond B. Eby)
Not "If" but "How": Reflecting on the ABA Commission's Recommendations on Multidisciplinary Practice, 84 Minn. L. Rev. 101 (2000) (with Edward S. Adams).
Corporate Governance at the Millenium: The Decline of the Poison Pill Antitakeover Defense, 22 Hamline L. Rev. 703 (1999).
Law Firms on the Big Board?: A Proposal for Nonlawyer Investment in Law Firms, 86 Cal. L. Rev. 1 (1998) (with Edward S. Adams).
Employee Beware: The Irreparable Damage of the Inevitable Disclosure Doctrine, 10 Loy. Consumer L. Rep. 145 (1998).
A Call for a Unified Business Organization Law, 65 Geo. Wash. L. Rev. 1 (1996) (with Brent A. Olson).
Corporate Cooperation, Relationship Management, and the Trialogical Imperative for Corporate Law, 78 Minn. L. Rev. 1443 (1994) (with Brent A. Olson).
Corporate Law and the Long-Term Shareholder Model of Corporate Governance, 76 Minn. L. Rev. 1313 (1992) (with Brent A. Olson).
Shareholder Rights and Legislative Wrongs: Toward Balanced Takeover Legislation, 59 Geo. Wash. L. Rev. 1425 (1991) (with Brent A. Olson).
Corporate Disclosure Obligations and the Parameters of Rule 10b-5: Basic Inc. V. Levinson and Beyond, 14 J. Corp. L. 1 (1988).
Hostile Share Acquisitions and Corporate Governance: A Frame for Evaluating Antitakeover Activities, 47 Pitt. L. Rev. 407 (1986) (with Jon R. Norberg).
Beyond Promissory Estoppel: Contract Law and the "Invisible Handshake", 52 Chi. U. L. Rev. 903 (1985) (with Daniel A. Farber).
The Equal Credit Opportunity Act: A Functional Failure, 21 Harv. J. Legis. 371 (1984).
Class Action Typing Cases: A Framework for Certification Decisions, 76 Nw. U. L. Rev. 855 (1982).
The Proper Role of Res Judicata and Collateral Estoppel in Title VII Suits, 79 Mich. L. Rev. 1485 (1981) (with Charles C. Jackson & Thomas J. Piskorski).
The Continuing Violation Theory and the Concept of Jurisdiction in Title VII Suits, 67 Geo. L. Rev. 811 (1979) (with Charles C. Jackson).
Comment, Violation of the Federal Trade Commission Act as a Defense to Contract Enforcement Actions, 71 Nw. U.L. Rev. 67 (1976).
Book Reviews
67 Minn L. Rev. 699-705 (1983) (reviewing Allan E. Farnsworth, Contracts (1983)).
