Guhan Subramanian

Joseph H. Flom Professor of Law and Business,
Harvard Law School;
H. Douglas Weaver Professor of Business Law,
Harvard Business School,
Harvard University

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  • Frank Schneider
  • David F. Marcus

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Guhan Subramanian specializes in corporate governance, corporate veil, merger and acquisition transactions, and complex corporate finance issues. As an expert witness, he has substantial testifying experience in high-profile matters, both at trial and in arbitration.

An authority on strategic negotiation and dealmaking, Professor Subramanian focuses on topics related to deal process design, as well as buyouts, freeze-outs, and takeovers. His research covers a range of issues that pertain to boards of directors, shareholder behavior, and laws that govern business organization. Professor Subramanian has expertise analyzing deal provisions in M&A transactions, including material adverse effects (MAEs), material adverse changes (MACs), and ordinary course provisions.

Professor Subramanian is coauthor of Commentaries and Cases on the Law of Business Organization, a leading textbook in the field of corporate law. His work has been published in the Harvard Business Review, the Stanford Law Review, the Journal of Legal Studies, and the Journal of Law, Economics, & Organization, among others. Many of his articles have been selected among the top ten articles published in corporate and securities law in their respective years.

The first person in the history of Harvard University to hold tenured appointments at both Harvard Business School (HBS) and Harvard Law School (HLS), Professor Subramanian teaches graduate and executive education courses on negotiation, corporate law, and decision-making. His teaching includes Deals (a joint course between HLS and HBS) and executive education courses such as Strategic Negotiations, Changing the Game, and Making Corporate Boards More Effective. He is the faculty chair for the Harvard Program on Negotiation, the Mergers & Acquisitions executive education course at HBS, and the Harvard JD/MBA program.

Professor Subramanian is a director of a Fortune 500 company in the automotive sector, where he serves as lead independent director and chairman of the Governance/Nominating Committee. Prior to joining the faculty at Harvard University, Professor Subramanian worked as a consultant at McKinsey & Company.


The Hertz Corporation et al. v. Frissora et al.


In re Xerox Corp. Consolidated Shareholder Litigation