P.M. Vasudev

Carte électronique

P.M. Vasudev
Professeur agrégé

B.Com (Madras)
LL.B. (Bharathiyar, India)
LL.M. (Western Ontario)
Ph.D. (Osgoode Hall Law School)
Professional Company Secretary (India)

Room : 57 Louis Pasteur St., pièce BRS 430

Courriel professionnel : p.m.vasudev@uottawa.ca

Biographie

P.M. Vasudev, who joined the University of Ottawa in January 2011, specializes in business law. With his record as a corporate lawyer of longstanding in Bangalore, India, Vasudev brings rich professional experience to teaching. Prior to joining the University of Ottawa, Vasudev was Senior Lecturer in Commercial Law at The University of Auckland Business School, New Zealand.

P.M. Vasudev is an active researcher, and research interests include:

  • Corporate governance, and the business corporation as a socioeconomic institution
  • Securities markets
  • Credit derivatives and financial engineering
  • Law-and-Economics
  • Institutional engineering
  • Regulation, deregulation, and reregulation
  • History including legal history
  • Philosophy, including the philosophy of economic pursuits
  • Business, the state, and public regulation

Expressions of interest for graduate research work in these areas are welcome. 

P.M. Vasudev has presented papers at academic conferences in the U.S., Canada, Australia and New Zealand.  His writings have appeared in leading journals including Journal of Business Law, McGill Law Journal, Banking & Finance Law Review, Journal of Corporation Law and American Journal of Legal History.


Courses

  • Applied Corporate Governance - Winter 2014
    Applied Corporate Governance is an active learning course, designed to provide students with acquire “hands-on” knowledge of corporate governance practice in listed Canadian corporations. The course is recommended for students interested in business law and planning to specialize in the area, as they can develop significant professional skills and sound footing in corporate governance practice in Canada. The skills include data-gathering, analysis, and interpretation, and generating appropriate reports. The subjects to be covered will include shareholding patterns, board composition, director elections, insider control and trade in shares, and compliance with securities law requirements.
    Working in teams, students will review the disclosures and reports of listed companies to collect data and information. This will be followed by analysis and interpretation of the materials, under active faculty supervision. Students will then prepare appropriate reports on the status of corporate governance in listed Canadian corporations.
    Applied Corporate Governance is a complementary course for Corporate Governance Theory and Principles and the two course are offered in alternate years, in the Winter term. Students are encouraged to take both courses to attain more complete knowledge of the subject, preferably Corporate Governance theory before the Applied course.
  • Business Organizations - Fall 2013
    Business Organizations course will introduce students to three most common forms of organization used for business – namely, sole proprietorships, partnerships and corporations.  In particular, the course will teach students about the nature of the interests at stake in a business enterprise, including those of owners, managers, employees, creditors and the public, and train them in understanding how the law governing each of them mediates among the interests of the various stakeholders. A large part of the course will be devoted to business corporations and the rights and responsibilities of three groups in them – namely, shareholders, directors and officers.
    Students completing the Business Organizations course can expect to possess a good understanding of setting up a small corporation and the ability to apply the legal principles developed in case-law as well as statutory rules included in the Canada Business Corporations Act, to find solutions to problems relating to corporate enterprises. Students will acquire analytical tools necessary to determine the liability of corporations in contract, tort and under criminal law, and the liability of directors and officers for breach of fiduciary duties to corporations. The course includes the professional aspect of the role of a lawyer in advising corporate clients.
  • Securities Law and Regulation - Fall 2013

    Securities Law and Regulation course endeavours to equip students with knowledge about the theory and practice of securities regulation in Canada. The curriculum includes the constitutional basis and the history of securities regulation, as well a glimpse into emerging trends. Following are the major modules in the course and they provide students with an optimum level of breadth as well as depth in the subject of securities markets and their law and regulation.

    1.  The theory underlying securities regulation, markets, and  regulators in Canada
    2. The law governing the raising of capital through the issue of securities, and exempt transactions
    3. Ongoing obligations applicable to issuers of securities – namely:
      • Disclosures – periodic and continuous
      • Corporate governance disclosures
      • Proxy solicitation
      • Audit committees
    4. The law on insider trading in securities, including the background, prohibitions, and defences
    5. The civil liability regime in the primary and secondary markets, and the defences available
    6. The investigation and enforcement powers of regulatory agencies, including liability under the Criminal Code for security-related transactions and acts
  • Corporate Governance Theory and Principles - Winter 2015

    Corporate Governance Theory and Principles course provides an introduction to the complex subject of corporate governance with an overview of major ideas that animate the discourse. The following are some subjects students will explore in the Corporate Governance theory, which is complementary to the Applied Corporate Governance course. 

    1. What is corporate governance and why is it important?
    2. Theoretical frameworks, such as ownership and control, agency costs, transaction costs, and stakeholder theory
    3. The emerging “soft law” of corporate governance and the development of voluntary and other governance codes
    4. Owners and stakeholders in business corporations, including family-owned firms, the role of institutional investors in corporate governance, and socially-responsible investment
    5. Directors and board structure, and issues related to managerial remuneration and performance
    6. The legal framework of corporate governance in Canada:
      • Corporate law and its influence on corporate governance – powers of the board of directors, officers, and delegation by the directors
      • Securities law rules for corporate governance
      • Corporate function or objective – fiduciary duties of directors and officers
      • The business judgment rule

    The Theory and Applied courses in Corporate Governance are offered every other year. Students are encouraged to take both courses to gain a more complete understanding of the subject and the structure is designed with this consideration.

  • Corporate Finance Law and Practice - Winter 2014

    In the Corporate Finance Law and Practice course, students are trained in the law and practice of corporate finance.  The course design is sensitive to the needs of students who might not have a substantive background in finance or accounting. Its focus is on principles, concepts and techniques, rather than numbers, financial analysis or valuations. Students taking the course will acquire tools that help them appreciate the nuances of financial transactions and provide advice on them as legal professionals. The course will help students develop a clear understanding of finance transactions, their structure, how the parties sit at the negotiating table, and the “red flag” issues to which lawyers must be sensitive.

    Students completing the Corporate Finance Law and Practice course can expect to develop an understanding of the principles of the law of corporate finance and the ability to analyze and interpret the corporate financial statements and data, which can help them draw appropriate conclusions for decision-making. Some other learning outcomes in the Corporate Finance course are gaining an understanding of financing decisions including sources of finance - namely, debt and equity, and securitization, case-studies on each module and knowledge of mergers and acquisitions, or takeovers,as instruments of corporate finance.


Books

Corporate Governance After the Financial Crisis

CORPORATE GOVERNANCE AFTER THE FINANCIAL CRISIS, P.M. Vasudev, Susan Watson, eds., Edward Elgar Ltd., 2012.

The Financial Crisis of 2008–09 raises questions about the assumptions that underpin corporate governance. Shareholder value and private ordering may not in fact be the best means of promoting efficiency and corporate responsibility, and the mechanisms that have been traditionally used to ensure management accountability may not be effective. "Corporate Governance after the Financial Crisis” is a volume that brings together experts from around the world to draw on the experience of the Financial Crisis to explore topical issues in corporate governance. These range from shareholder primacy and the corporate objective to the stakeholder principle, business ethics, and convergence in, or globalization of, corporate governance principles. The volume begins with an introduction that provides an overview of the developments in corporate governance in the recent decades, from shareholder value and private ordering in the era of deregulation, and the proclamation of “end of history” in corporate law, moving on to the events after Enron, WorldCom et al, and more recently the Financial Crisis of 2008-09. This is followed by outlines of the chapters included in the volume, which covers a range of jurisdictions – namely, US, UK, Canada, New Zealand, Malaysia and Taiwan. A goal of the volume is to underscore the reality that our understanding of fundamental questions of corporate governance is still developing, and to demonstrate that the corporate governance debate is far from over. In doing so, the volume deals with a diverse set of subjects such as emerging ideas about shareholder primacy (US), public-private models of regulation to promote corporate responsibility (US), business ethics (New Zealand) and the nature of directors’ powers (UK).

Articles


Current Research Projects

  • "Fortune 500 International Corporations in the Age of Globalization - A Study of Country and Continent Shifts, 1994-2012" with Ziad Yehia
    The 1980s marked the beginning of closer relationships among the national economies of the world, a process that has been termed globalization. More recently, phrases such as power shift from east to west and the rise of Asia have been used to refer to the consequences of globalization over the last 20+ years. This project examines the changes that have occured in the makeup of the Forutne 500 Global Corporations starting from 1994, the first year for which data is available. It will map the country-wise and continent-wise data to understand the impact that globalization has had on the composition of the Fortune 500 Global list and the underlying trends.
  • "Understanding the Demise of Nortel Networks"
    Member of the interdisciplinary team making efforts to understand the factors and causes that led to the collapse of Nortel Networks, the largest Canadian technology company. The team, headed by Prof. Jonathan Calof of the Telfer School of Management at the University of Ottawa, has experts in several disciplines including finance,management, and engineering. My role is to bring the corporate governance/law perspective on the Nortel episode.
 
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