Charles R.T. O'Kelley

M.E. Kilpatrick Chair of Corporate Finance and Securities Law Emeritus

B.A, University of the South 
J.D., University of Texas 
LL.M., Harvard University


Courses

Corporations
Corporate Governance
Corporate Law Appellate Litigation


Biographical Information

Charles (Chuck) R.T. O'Kelley, the first holder of the M.E. Kilpatrick Chair of Corporate Finance and Securities Law, joined the University of Georgia School of Law faculty in 1997 where he served for more than 10 years before retiring in 2009. He is an expert in corporate governance and the author (with Robert B. Thompson) of one of the most widely used casebooks in the field of corporation law.

Prior to joining Georgia Law, O'Kelley practiced law in Atlanta for five years and then, sequentially, taught law at Tulane University, the University of Alabama and the University of Oregon, with an intervening stint at the University of Virginia. While at Oregon, O'Kelley founded and served as the first director of the Law and Entrepreneurship Center.  He completed his years at Oregon by serving as associate dean from 1993 to 1994 and dean from 1994 to 1997.

O'Kelley is a member of the American Law Institute and the state bars of Georgia and Oregon.


Publications & Activities

ARTICLES
BOOKS

ARTICLES

The Entrepreneur and the Theory of the Modern Corporation, 31 J. Corp. L. 753 (2006). Paper presented at symposium: Robert Clark’s Corporate Law: Twenty Years of Change, University of Iowa, Sept. 9-10, 2005.

Forward:The Many Passions of Teaching Corporations, 34 Ga. L. Rev. 423 (2000).

Delaware Corporation Law and Transaction Cost Engineering, 34 Ga. L. Rev. 895 (2000).

Forward: Understanding the Place of Limited Liability Companies in the Spectrum of Business Forms, 73 Or. L. Rev. 1 (1994).

Filling Gaps in the Close Corporation Contract: A Transaction Cost Analysis, 87 Nw. L. Rev. 216 (1992).

Opting In and Out of Fiduciary Duties in Cooperative Ventures: Refining the So-Called Coasean Contract Theory, 70 Wash. U. L. Q. 353 (1992).

The Parenting Tax Penalty: A Framework for Income Tax Reform, 64 Or. L. Rev. 375 (1986).

Tax Policy for Post-Liberal Society: A Flat-Tax-Inspired Redefinition of the Purpose and Ideal Structure of a Progressive Income Tax, 58 S. Cal. L. Rev. 727 (1985).

Rawls, Justice, and the Income Tax, 16 Ga. L. Rev. 1 (1981).

Corporate Distributions and the Income Tax: A Consideration of the Inconsistency Between Subchapter C and Its Underlying Policy, 34 Vand. L. Rev. 1 (1981), republished as lead article in The Monthly Digest of Tax Articles (November 1981).

The Constitutional Rights of Corporations Revisited: Social and Political Expression and the Corporation After First National Bank v. Bellotti, 67 Geo. L.J. 1347 (1979).

A Different Look at the Taxation of Corporate Distribution and Shareholder Gain, 13 New Eng. L. Rev. 89 (1977).

BOOKS

Corporations and Other Business Associations: Cases and Materials, 5th ed. (Aspen, 2006) (with Robert B. Thompson).

Corporations and Other Business Associations: Statutes, Rules and Forms, 14th ed. (Aspen, 2006) (with Robert B. Thompson).

Corporations and Other Business Associations: Cases and Materials, 4th ed. (Aspen, 2003) (with Robert B. Thompson). 

Corporations and Other Business Associations: Cases and Materials, 3rd ed. (Aspen, 1999) ( 2001 supp.) (with Robert B. Thompson).

Corporations and Other Business Associations: Cases and Materials, 2nd ed. (Little, Brown, 1996) (with Robert B. Thompson).

Corporations and Other Business Associations: Cases and Materials (Little, Brown, 1992) (with Robert B. Thompson).

Corporations and Other Business Associations: Selected Statutes, Rules, and Forms.  (Aspen, 2003, 2001, 2000, 1999, 1998, 1997);
 
Corporations and Other Business Associations: Selected Statutes, Rules, and Forms  (Little, Brown, 1996, 1995, 1993, 1992).

Contact Information

University of Georgia
School of Law
233 Rusk Hall
Athens, GA 30602

Phone: (706) 542-5169
Fax: (706) 542-5556
Email: okelley@uga.edu


Administrative Support

Cindy Wentworth
Phone: (706) 542-5173
Email: cwent@uga.edu


Related Links

Digital Commons