View Selected Experts

We examine every case to identify the most effective expert witnesses.

We examine every case to identify the most effective expert witnesses.

Wayne R. Guay

Yageo Professor of Accounting,
The Wharton School,
University of Pennsylvania

Wayne Guay provides expert testimony on executive compensation and incentives, employee stock option valuation, insider trading, corporate governance, firm valuation, accounting, financial statement analysis, and damages. Professor Guay has been retained on a number of high-profile litigation matters and has testified at trial, at deposition, and in arbitration. The venues where he has served as an expert include U.S. district courts, U.S. bankruptcy courts, state circuit courts, and regulatory agencies, as well as an international court.

Professor Guay conducts research and consults to numerous companies on executive compensation and incentives, including valuation of employee stock options, insider trading, and the design of executive compensation contracts. His areas of expertise also include corporate governance, financial reporting and the quality and role of financial transparency in governance and contracting, the corporate information environment, firm valuation, and financial statement analysis.

At the Wharton School, he has received an excellence in teaching award. Professor Guay coedits the Journal of Accounting and Economics and has served on the editorial boards of several other journals, including the Journal of Accounting Research and the Accounting Review. His many scholarly articles have been published in numerous peer-reviewed journals and have won several best paper awards.

We examine every case to identify the most effective expert witnesses.

Todd T. Milbourn

Vice Dean of Faculty and Research,
Hubert C. and Dorothy R. Moog Professor of Finance,
Olin Business School,
Washington University in St. Louis

Todd Milbourn is an expert on valuation, corporate finance, and corporate governance, notably executive compensation and its impact on company stock price, corporate risk-taking, and firm performance. Professor Milbourn has been retained as an expert by private firms, the U.S. Department of Justice, and by individuals in cases related to fair rates of return, breach of contract damages, lost earnings, investment programs, and managerial/executive compensation, including employee stock option programs.

Professor Milbourn has addressed issues related to credit ratings and bank megamergers. He is a coauthor of the executive-level book, The Value Sphere: Secrets of Creating and Retaining Shareholder Wealth, and has published articles in leading scholarly journals, including Journal of FinanceJournal of Financial EconomicsHarvard Business ReviewSloan Management ReviewManagement ScienceJournal of Accounting Research, and RAND Journal of Economics.

At Washington University in St. Louis, Professor Milbourn has taught finance-related courses for nearly two decades. An award-winning educator, he has been recognized numerous times for teaching excellence, and his faculty research has twice been honored with the Olin Award: Research That Transforms Business.

Professor Milbourn has experience as a board member of multiple hedge funds and is the current Audit Committee Chair of a hedge fund. He has experience as a board member on multiple special purpose acquisition companies (SPACs), including serving as chair of the Audit Committee. Professor Milbourn also speaks extensively at professional and scholarly conferences in Canada, Europe, the United Kingdom, and across the United States.

Before joining the faculty of Olin Business School, Professor Milbourn taught at the University of Chicago and London Business School.

We examine every case to identify the most effective expert witnesses.

John C. Coates

John F. Cogan Jr. Professor of Law and Economics,
Research Director, Center on the Legal Profession,
Harvard Law School;
Former General Counsel and Acting Director,
Division of Corporation Finance,
Securities and Exchange Commission

John Coates is a nationally recognized expert in corporate transactions, corporate control and governance, mergers and acquisitions (M&A), financial institutions, and securities. He has served as General Counsel and Acting Director of the Division of Corporation Finance at the Securities and Exchange Commission (SEC), and also as a member of the SEC’s Investor Advisory Committee.

Professor Coates has testified at trial and deposition in numerous matters, including before the Delaware Chancery Court; state courts in California, Massachusetts, New Jersey, and New York; and in U.S. district courts. He has also testified before committees of both chambers of the U.S. Congress.

Prior to joining the Harvard faculty, Professor Coates was a partner at Wachtell, Lipton, Rosen & Katz, where he specialized in financial institutions and in M&A. He has provided consulting services to the Department of Justice, the Department of the Treasury, multiple financial regulatory agencies, and the New York Stock Exchange. Professor Coates has also consulted for participants in financial markets, including individuals, mutual funds, hedge funds, investment banks, commercial banks, and private equity funds. In addition, Professor Coates served as independent consultant for the SEC in the first and the largest of the “Fair Fund” distributions to investors.

His research has been published in the Harvard Business Law Review, the Yale Law Journal, the Stanford Law Review, the Journal of International BankingFinance and Law, and the Journal of Economic Perspectives, among others. The NYU School of Law Alumni Association has honored Professor Coates with an award for excellence in teaching.

In addition to his appointments at Harvard Law School, Professor Coates is a Visiting Professor of Finance at Harvard Business School.

We examine every case to identify the most effective expert witnesses.

Steven Davidoff Solomon

Professor of Law,
Faculty Codirector, Berkeley Center for Law and Business,
UC Berkeley School of Law, University of California

Steven Davidoff Solomon is a widely recognized authority on corporate and securities law. Professor Solomon specializes in corporate law and governance, capital markets regulation, contract interpretation, and mergers and acquisitions (M&A). He also conducts interdisciplinary research on topics involving law and finance. Professor Solomon studies and has been retained by the Securities and Exchange Commission in litigation related to special purpose acquisition companies (SPACs).

Professor Solomon has testified before the U.S. Senate, and in complex litigation involving antitrust and competition, M&A, disclosure, corporate governance (including nonprofit and real estate investment trust matters), and corporate law issues such as piercing the corporate veil, evaluating contracts, and analyzing damages, among others. The National Association of Corporate Directors has honored him multiple times as one of the 100 most influential governance professionals in the United States.

For almost a decade, Professor Solomon wrote a weekly column on corporate issues for the New York Times as the Deal Professor. He coauthored Mergers and Acquisitions: Law, Theory, and Practice, a leading casebook in the field, as well as several other volumes focused on M&A and corporate law. Professor Solomon has published his research in leading academic journals, including the Harvard Business Law Review, the University of Pennsylvania Law Review, and the Journal of Financial Economics. A noted study has identified him among the most-cited U.S. scholars of corporate law and securities regulation.

At UC Berkeley School of Law, Professor Solomon teaches courses on law, economics and accounting, M&A, capital markets, and business associations.

Prior to entering academia, Professor Solomon practiced as an attorney for nearly a decade, with Shearman & Sterling in New York and London and with Freshfields Bruckhaus Deringer in London. He represented U.S. and European clients in securities law matters, acquisitions and sales of public and private companies, joint ventures, and private equity and venture capital investments.

Professor Solomon sits on the board of directors of a SPAC, where he serves on the audit, nominating, and compensation committees.

Corporate Governance Capabilities

In many cases, we have evaluated the activities of directors, officers, and their advisors to determine whether they acted prudently and in a manner consistent with their roles and fiduciary duties. Our analyses have addressed mergers and acquisitions, corporate decisions, marketing statements, oversight of internal audits and processes, elections, and independence of directors.

In the area of Employee Retirement Income Security Act (ERISA) litigation, we have analyzed the suitability of investment decisions, the adequacy of a board’s investigation of plan fees, and potential conflicts of interest. We also have addressed fiduciary duties in mutual fund fee negotiations and investment advising.

We have analyzed allegations of options backdating, excessive golden parachutes, claims related to deferred compensation, and other elements of executive compensation packages that are difficult to value. We have also addressed the incentive structure of executive pay, and whether a company’s board or its compensation committee has acted appropriately in establishing compensation packages for corporate officers.

Cornerstone Research has addressed the appropriateness and materiality of corporate disclosures in the context of financial restatements, mergers and acquisitions, and annual proxy statements.

Our consultants have worked with experts and counsel to determine whether a corporate parent and subsidiary have established themselves as genuinely separate entities. This work has covered the formalities of corporate structure and governance processes; the economic foundations of corporate veil law; and the operational, financial, and marketing relationships that exist between the parent and the subsidiary.

Featured Cases

Featured Publications

2 August 2021

Hussein v. QSI et al.

The jury awarded our clients a complete defense verdict in the first case involving a “holder’s claim” to reach trial in California.

17 April 2020

A Broader Perspective on Corporate Governance in Litigation

Corporate governance issues often figure prominently in litigation but the issues raised typically have a narrow focus.

13 June 2018

In re Xerox Corp. Consolidated Shareholder Litigation

After the judge ruled in favor of a temporary injunction in the $6 billion merger injunction case, Xerox announced it would not pursue the deal and...

May 9, 2018

Forbes Magazine Names Cornerstone Research to 2018 List of Best Management Consulting Firms

Firm receives high marks across numerous areas of expertise.

25 October 2012

Natalie Gordon et al. v. Symantec Corp. et al.

In this class action brought in the Santa Clara County Superior Court, the plaintiffs sought to enjoin a shareholder vote on Symantec’s “say-on-pay...

20 June 2011

Air Communications & Satellite, Inc. v. EchoStar Satellite Corp.

In 2007, Echostar Communications Corp. (the Parent) decided to spin off some of its satellite assets to Echostar Corp. and change its name to DISH ...

20 May 2011

High-Profile Merger in Media and Entertainment Industry

In a high-profile case, Cornerstone Research and two of its affiliated experts were retained to evaluate a fairness opinion relied upon by the boar...

20 May 2011

Large Technology Merger

The target company’s shareholders sued to stop one of the largest acquisitions in the technology sector of the late 2000s.

18 April 2011

In re John Q. Hammons Hotels Inc. Shareholder Litigation

Defense counsel retained Cornerstone Research to conduct valuation analyses in this merger and acquisition transaction dispute.

17 September 2010

Department of Justice Litigation

Cornerstone Research worked with an executive compensation expert for the defendant in a matter brought by the DOJ against a company executive.

How can we help you?

For more information or assistance with a specific matter, please contact us.