Randall S. Thomas

Randall S. Thomas


Professor of Law

Biographical Information

Randall Thomas earned a B.A. from Haverford College, a Ph.D. in Economics from the University of Michigan, and a J.D. from the University of Michigan Law School. Prior to teaching law, Professor Thomas was in private practice for four years and was a law clerk for U.S. District Judge Charles Joiner of the Eastern District of Michigan. He came to Iowa Law in 1990 and was Professor of Law until 2000. His areas of scholarship included corporate and securities law. After leaving Iowa Law, Professor Thomas joined the law faculty at Vanderbilt University.



Randall S. Thomas, with Catherine Dixon. Aranow & Einhorn on Proxy Contests for Corporate Control, 3rd ed. New York: Aspen Law & Business, 1998.


Randall Thomas, “The Determinants of Shareholder Voting on Stock Option Plans,” (with Kenneth J. Martin), 35 Wake Forest Law Review 31 (2000) (Symposium Issue).
Randall S. Thomas, “Measuring Securities Market Efficiency in the Regulatory Setting,” with James F. Cotter, 63 Law & Contemporary Problems 105 (2000).
Randall S. Thomas, “Revising the Delaware Appraisal Statute,” 3 Delaware Law Review 1 (2000).
Randall S. Thomas, “Timing Matters: Promoting Forum Shopping By Insolvent Corporations,” with Robert K. Rasmussen, 94 Northwestern University Law Review 1357 (2000). Reprinted in 42 Corporate Practice Commentator 721 (2001).
Randall S. Thomas, “The Effect of Shareholder Proposals on Executive Compensation,” with Kenneth J. Martin, 67 University of Cincinnati Law Review 1021 (1999). Reprinted in 41 Corporate Practice Commentator 967 (2000).
Randall S. Thomas, “The Efficiency of Sharing Liability for Hazardous Waste: Effects of Uncertainty Over Damages,” with Robert G. Hansen, 19 International Review of Law & Economics 135 (1999).
Randall S. Thomas, “Firm Commitment Underwriting Risk and the Over-Allotment Option: Do We Need Better Legal Regulation?,” with James F. Cotter, 26 Securities Regulation Law Journal 245 (Fall 1998).
Randall S. Thomas, “Realigning Corporate Governance: Shareholder Activism By Labor Unions,” with Stewart Schwab, 96 Michigan Law Review 1018 (1998). Reprinted in 40 Corporate Practice Commentator (1998); Employee Representation in the Emerging Workplace: Alternatives/Supplements to Collective Bargaining (1998); and in The International Library of Essays in Law and Legal Theory, 2nd Series (2000).
Randall S. Thomas, “Auctions in Bankruptcy: Theoretical Analysis and Practical Guidance,” with Robert G. Hansen, 18 International Review of Law & Economics 159 (1998).
Randall S. Thomas, “Should Labor Be Allowed to Make Shareholder Proposals?,” with Kenneth J. Martin, 73 Washington Law Review 41 (1998). Reprinted in 32 Securities Law Review 463 (1999).
Randall S. Thomas, “Using State Inspection Statutes For Discovery in Federal Securities Fraud Actions,” with Kenneth J. Martin, 77 B. U. L. Rev. 69 (1997). Reprinted in 39 Corporate Practice Commentator 523 (1997) and 31 Securities Law Review 403 (1998).
Randall S. Thomas, “Improving Shareholder Monitoring of Corporate Management By Expanding Statutory Access to Information,” 38 Arizona Law Review 331 (1996). Reprinted in 38 Corporate Practice Commentator 563 (1996).
Randall S. Thomas, “Encouraging Relational Investment and Controlling Portfolio Investment in Developing Countries in the Aftermath of the Mexican Financial Crisis,” with Enrique Carrasco, 34 Columbia Journal of Transnational Law 539 (1996).
Randall S. Thomas, “The Impact of Environmental Liabilities on Privatization in Central and Eastern Europe: A Case Study of Poland,” 28 University of California Davis Law Review 165 (1994).
Randall Thomas, "The Impact of Rights Plans on Proxy Contests: Reevaluating Moran v. Household International," with Kenneth J. Martin, 14 Int'l Rev. L. Econ. 327 (1994),
Randall S. Thomas, “Judicial Review of Defensive Tactics in Proxy Contests: When Is Using A Rights Plan Right?,” 46 Vanderbilt Law Review 503 (1993).
Randall S. Thomas, “Auctioning Class Action and Derivative Law Suits: A Critical Analysis,” with Robert G. Hansen, 87 Northwestern University Law Review 423 (1993).
Randall S. Thomas, “A Theoretic Analysis of Corporate Auctioneers’ Liability Regimes,” with Robert G. Hansen, 1992 Wisconsin Law Review 1147 (1992).