Professor Kuykendall has a scholarly interest in the relationship between legal definitions of marriage and the evolving common usage of the word. She also writes in the area of corporate law and has co-chaired MSU Law's concentration in the area. She helped revise the Michigan Nonprofit Corporation Act and has been the reporter of the Michigan Business Corporation Act. She has planned Michigan State Law Review symposia, including "Business Law and Narrative" in September 2009, and "Modernizing Marriage through E-Marriage" in November 2010. She has published extensively in law reviews and leading blogs.
Prior to her law career, Professor Kuykendall conducted civil justice research in an office attached to the U.S. Office of the Attorney General at the Department of Justice in Washington, D.C. She served as Mid-Atlantic Regional Director for the National Center for State Courts, and was the first woman and first non-lawyer in the country to hold the position. Upon receiving her Juris Doctor degree, Professor Kuykendall clerked for the Honorable Joseph W. Hatchett of the U.S. Court of Appeals for the 11th Circuit. She then spent six years as an associate in the New York City firm of Debevoise & Plimpton, practicing in the area of corporate finance.
J.D., cum laude, Harvard Law School, 1985; Ph.D. University of North Carolina, 1980; M.A. University of North Carolina, 1972; B.A., summa cum laude, University of Houston, 1969
- Advanced Corporate Law
(Formerly Corporate Law and Policy Seminar) This advanced seminar in corporate law will cover one or more practice areas of contemporary importance. Past or planned topics include private equity, corporate speech and political activity, and investor conflicts. The course will attempt a thorough treatment of relevant positive law, and address positive and normative issues of corporate regulation by courts and policy makers. Students will also be expected to engage with the economic, financial and business issues which every successful corporate practitioner should understand. The materials will consist of cases, statutes, scholarly articles, policy proposals and other readings. There are no formal prerequisites, but students are strongly advised to have taken a course in corporate law or corporate governance. The seminar may quickly dive into concepts that will be difficult to understand without some familiarity with corporate law principles.
- Constitutional Law II
(Formerly DCL 172) A study of procedural and substantive due process of law, equal protection of the laws and the Bill of Rights, including freedom of expression.
- Law and Gender
(Formerly DCL 386) This course will concern itself with aspects of the following: protective labor legislation, employment discrimination, sex role discrimination in the law of the family, women and the criminal law, the right of women to equal educational opportunity and the right to choose whether to bear children. A short paper will be assigned on a topic dealing with present and proposed legislation affecting the status of women. There will be a consideration of the theoretical and legal issues associated with the category of gender.
- Mergers and Acquisitions
(Formerly DCL 505) Overview of issues relating to business combinations. The course includes a transactional perspective on mergers and acquisitions, with some consideration of the social and economic significance of business combinations. Attention will be paid to relevant statutes, negotiation, acquisition documents, valuation methodologies, and characteristic problems in negotiated acquisitions, in addition to careful examination of takeover defenses and Delaware case law. Simulations and drafting exercises may be a component.
Massachusetts; Eleventh Circuit; Southern District of New York; New York
Law Review Articles
President Bush, Gay Marriage, and the Constitution: A Tangled Web, 13 Widener Law Journal 799 (2004) (by invitation)
Reflections on a Corporate Law Draftsman: Ernest L. Folk’s Lessons for Writing and Judging Corporate Law, 35 Rutgers Law Journal 391 (2004)
Introduction to Michigan State University College of Law Sarbanes-Oxley Symposium: Enforcement, Enforcement, Enforcement, (with Elliot Spoon), 2004 Michigan State Law Review 271
Liberty in a Divided and Experimental Culture: Respecting Choice and Enforcing Connection in the American Family, 12 UCLA Women’s Law Journal 251 (2003)
Comment on Gay Marriages and Civil Unions: Democracy, the Judiciary and Discursive Space in the Liberal Society, 52 Mercer Law Review 1003 (2001)
Assessment and Evaluation: Retheorizing the Evolving Rules of Director Liability, 8 Journal of Law & Policy 1 (1999) (by invitation)
Comment on Kostant: Tune in to Hear Stories of Corporate Governance, the Adventures of the Go-Between and More Exciting Tales of Corporate Law, 28 Journal of Socio-Economics 259 (1999) (response by invitation)
Resistance to Same-Sex Marriage as a Story about Language: Linguistic Failure and the Priority of a Living Language, 34 Harvard Civil Rights-Civil Liberties Law Review 385 (1999)
Symmetry and Dissonance in Corporate Law: Perfecting Exoneration of Directors, Corrupting Indemnification and Straining the Framework of Corporate Law, 1998 Columbia Business Law Review 443 (1998)
Johnny Mack Brown, 7 Texas Journal of Women & Law 123 (1997)
An Essay on Defined Terms and Cultural Consensus, 13 Journal of Law & Policy 199 (1997)
A Neglected Policy Option: Indemnification of Directors for Amounts Paid to Settle Derivative Litigation -- Looking Past "Circularity" to Context and Reform, 32 San Diego Law Review 1063 (1995)
Gay Marriage, Federalism and Democracy: Professor Dale Carpenter Answers Questions Posed by Senate Republicans, Amicus (Winter 2003-04)
Letter to the Editor, The New York Times (arguing that expedited legislative action to permit Mayor Giuliani to run for reelection would not harm democracy but the value of procedural regularity and predictability (September 21, 2001)
Letter to the Editor, The New York Times (clarifying the difference between a right of reproductive choice and a right to elect representatives to make policy on reproductive choice) (October 12, 2000)
Who Should Dictate the Meaning of Marriage? San Francisco Chronicle, February 2, 2000 (with Wildenthal)
Rachel and the Law, 2 Dicta 35 (literary journal formerly published at Harvard Law School) (1983)
Works in Progress
An Intellectual History of the Corporate Federalism Debate
Corporate Law as Text
Elite Discourse, Regular Folks, and the Silence Principle
Business Law and Narrative
Articles Publications Prior to Law Career
Review of Goldman's Ineffective Justice: Evaluating the Preappeal Conference in Appellate Court Administrative Review 19 (1980)
Appellate Courts Facts and Figures, 4 State Court Journal 2 (with Thomas B. Marvell) (1980)
Should Hidden Standards Shape Our Courts? 61 Judicature 57, 94 (1977)
Judicial Activism: A Measure of Intrasystem Conflict, 2 Research Previews 20 (with Richard J. Richardson and Darlene Walker) (1973)