Mohsen Manesh
Mr. & Mrs. L.L. Stewart Professor of Business Law | Associate Dean of Faculty Research & Programs | Faculty Director, Portland Program
Law, Law-JD, Business Law
Email: mohsen@uoregon.edu
Phone: 503-412-3749
Office: 70 NW Couch St., Ste 242, UO School of Law, Portland OR 97209
Biography
Professor Manesh's scholarship focuses on the intersections of corporate, contract and LLC law. He has authored articles in the N.Y.U. Law Review, Boston College Law Review, North Carolina Law Review, Florida State University Law Review, and the Journal of Corporation Law, among others. His scholarship has been cited in leading casebooks and more than 40 court decisions, including opinions of the U.S. Courts of Appeals for the Second, Ninth, and Eleventh Circuits, the Delaware Supreme Court, and the Delaware Court of Chancery.
At Oregon Law, Professor Manesh teaches a variety of business law courses covering corporations, LLCs, securities regulation, contracts, and mergers & acquisitions. In recognition of his teaching, he has received the Orlando J. Hollis Faculty Teaching Award, the law school's highest teaching honor, and the Herman Award for Outstanding Online Education from University of Oregon Office of the Provost.
Professor Manesh is also the faculty director of the law school's Portland Program. Located on the University of Oregon’s Portland campus, the Portland Program enables JD students the unique opportunity to spend their third year of law school, building a portfolio of real-world experience, specialized course work, and personal connections in Oregon’s largest city.
Prior to joining Oregon Law, Professor Manesh was an attorney in the Seattle office of Davis Wright Tremaine LLP. His practice focused on corporate finance and business transactions, representing clients ranging from small, venture-backed start-ups to publicly traded corporations.
Professor Manesh earned his undergraduate degree in industrial engineering summa cum laude from the University of Arkansas and his law degree magna cum laude from Georgetown University, where he was named Order of the Coif. While at Georgetown, Professor Manesh served as notes editor for the Georgetown Journal of Legal Ethics. As a student, his writing was awarded first place in the Journal of Business and Securities Law's Elliot A. Spoon Business Law Writing Competition, honorable mention in the American Bar Association's Mendes Hershman Student Writing Competition and recognized with the St. Thomas More Award from the Georgetown Journal of Legal Ethics.
Publications:
A New Cardinal Precept in Corporate Law, 86 La. L. Rev. __ (forthcoming 2025).
Still Abandoned, 79 Bus. Law. 1085 (2025) (co-authored with Joseph A. Grundfest).
The Corporate Contract and The Private Ordering of Shareholder Proposals, 50 J. Corp. L. 1 (2024).
The Corporate Contract and Shareholder Arbitration, 98 N.Y.U. L. Rev. 1106 (2023) (co-authored with Joseph A. Grundfest).
Abandoned and Split But Never Reversed: Borak and Federal Court Derivative Litigation, 78 Bus. Law. 1047 (2023) (co-authored with Joseph A. Grundfest).
The Corporate Contract and the Internal Affairs Doctrine, 71 Am. U. L. Rev. 501 (2021).
The Contested Edges of Internal Affairs, 87 Tenn. L. Rev. 251 (2020).
Fiduciary Principles in Unincorporated Entity Law, in The Oxford Handbook of Fiduciary Law (Evan J. Criddle, Paul B. Miller, and Robert H. Sitkoff, eds., Oxford University Press, 2019).
Introducing the Totally Unnecessary Benefit LLC, 97 N.C. L. Rev. 603 (2019).
Creatures of Contract: A Half-Truth about LLCs, 42 Del. J. Corp. L. 391 (2018).
The Case Against Fiduciary Entity Veil Piercing, 72 Bus. Law. 61 (2017).
Equity in LLC Law?, 44 Fla. St. U. L. Rev. 93 (2016).
Dictum in Alternative Entity Jurisprudence and the Expansion of Judicial Power in Delaware, in Research Handbook on Partnerships, LLCs and Alternative Forms of Business Organizations (2015).
Nearing 30, Is Revlon Showing its Age?, 71 Wash. & Lee L. Rev. Online 107 (2014).
Defined by Dictum: The Geography of Revlon-Land in Cash and Mixed Consideration Transactions, 59 Vill. L. Rev. 1 (2014).
Damning Dictum: The Default Duty Debate in Delaware, 39 J. Corp. L. 35 (2013).
Express Contract Terms and the Implied Contractual Covenant of Delaware Law, 38 Del. J. Corp. L. 1 (2013).
Contractual Freedom under Delaware Alternative Entity Law: Evidence from Publicly Traded LPs and LLCs, 37 J. Corp. L. 555 (2012).
Delaware and the Market for LLC Law: A Theory of Contractibility and Legal Indeterminacy, 52 B.C. L. Rev. 189 (2011).
Legal Asymmetry and the End of Corporate Law, 34 Del. J. Corp. L. 465 (2009).
The Immorality of Theft, The Amorality of Infringement, 2006 Stan. Tech. L. Rev. 5.
Indeterminacy and Self Enforcement: A Defense of Delaware's Approach to Director Independence in Derivative Litigation, 6 J. Bus. & Sec. L. 177 (2006).
The New Class Action Rule: Procedural Reforms in an Ethical Vacuum, 18 Geo. J. Legal Ethics 923 (2005).