BOSTON—Joseph Hinsey IV, Harvard Business School’s H. Douglas Weaver Professor of Business Law Emeritus, a member of the HBS faculty for more than a decade, and a highly respected authority in the fields of corporate law and governance, died on Friday, June 13, at Brigham and Women’s Hospital in Boston. He was 82.
Hinsey joined the HBS faculty in 1987 after more than twenty years as a partner and senior partner in the law firm of White & Case in New York City, where he specialized in corporate and securities law with an emphasis on corporate governance.
“Joe Hinsey brought a wealth of real-world experience to the School that helped students think about the legal issues that business executives face. He also understood the perspective of the director sitting in the board room,” said Guhan Subramanian, the School’s current Weaver Professor and a faculty member at Harvard Law School as well.
Hinsey taught the School’s second-year MBA elective course, Law and the Corporate Manager, which focused on the intersection between business and the law and made students aware of the areas where they might have to address legal problems in their careers, such as mergers and anti-trust problems and various ethical considerations.
In addition, he taught Making Corporate Boards More Effective, an HBS Executive Education program for CEOs, board chairs, and other directors of public companies and those planning to go public.
“Joe had a wide and deep knowledge of the law and how it evolves and changes,” said Henry B. Reiling, Eli Goldston Professor of Business Administration Emeritus. “He helped students understand the legal implications of business decisions and ambiguities in the law.”
Hinsey’s knowledge and expertise benefited many inside and outside the classroom. He frequently attended HBS dinners and social events for candidates in Harvard’s JD/MBA Joint Degree Program, offering practice-oriented insights to students.
“He was a kind man who was involved, interested, and curious”, said Subramanian, who first met Hinsey when he was a JD/MBA student at Harvard in the mid-1990s. “Joe was a mentor who made me think a lot about the disconnect between what corporate law scholars traditionally studied and what business people were actually thinking. All this influenced my research and teaching.”
Hinsey thought broadly about the legal system and contributed significantly to the profession. He was active and held numerous leadership positions in the American Bar Association (ABA), including serving as chairman of the Business Law Section from 1983 to 1984, one of largest substantive sections in the ABA. He was chairman of the ABA Committee on Corporate Laws, which provides ongoing editorial oversight for the Model Business Corporation Act, the basis for state corporation statutes in most U.S. states. From 1981 to 1982, he edited The Business Lawyer, the preeminent legal publication for corporate and securities lawyers in the country.
From 1973 to 1980, as chairman of the ABA Committee on Audit Inquiry Responses, he was instrumental in resolving a conflict between the legal and accounting professions regarding corporate disclosure and attorney-client confidentiality.
In addition, Hinsey was a reporter for the ABA Business Law Section’s Legal Opinion Project, completed in 1991. The project involved the development of a standard frame of reference for [the preparation of] third-party legal opinions for use by corporate lawyers throughout the country.
Hinsey also wrote many articles and chaired the drafting committee for several ABA publications, including Guidelines for Directors: Planning and Responding to Unsolicited Tender Offers, the Corporate Director’s Guidebook, and The Auditor’s Letter Handbook.
He was an elected member of the American Law Institute (ALI), a distinguished organization of judges, academics, and private practitioners dedicated to promoting the clarification and simplification of the law and its adaptation to changing social needs. For many years, he was a consultant to ALI’s Corporate Governance Project, a fifteen-year undertaking that culminated in the 1993 publication of a two-volume work, Principles of Corporate Governance. He was also a founding member of the Legal Advisory Committee to the Board of Governors of the New York Stock Exchange.
Hinsey wrote about and frequently spoke at professional seminars on corporate governance matters, such as the challenging provisions of the Sarbanes-Oxley Act, enacted after Enron and other corporate scandals of the 1990s.
After retiring from the active Harvard Business School faculty in 1998, Hinsey continued to remain active in the field. He wrote a chapter, for example, on the corporate indemnification of directors and officers in the three-volume treatise Transactional Lawyer's Deskbook: Advising Business Entities, published in 2001.
Under the auspices of the ABA Committee on Corporate Laws, he also spearheaded a major revision of the director provisions of the Model Business Corporation Act, a statutory format that provides guidance to some 35 states.
Joseph Hinsey IV was born in Palo Alto, Calif., On Oct.17, 1931. After completing his undergraduate studies at Cornell University (1953) and graduating from Cornell Law School (1956), he earned a Harvard MBA with high distinction as a Baker Scholar in 1957.
He lived in Scarsdale, NY, before moving to Boston to teach at HBS.
Most recently, Hinsey lived at Brookhaven, a continuing care retirement community in Lexington, Mass, with his wife of 58 years, Phyllis (LaRue).
In addition to his wife, Hinsey is survived by three daughters, Carolyn Hinsey of Manhattan, NY, Nancy Hinsey Bakacs of Sudbury, Mass., and Sara Hinsey Raveret of Wellesley, Mass.; and six grandchildren.
In lieu of flowers, donations can be made in Prof. Hinsey’s memory to the Primary Care Center at Mount Auburn Hospital, 330 Mount Auburn St., Cambridge, MA 02138.
A memorial service will be held in July at the Hitchcock Presbyterian Church in Scarsdale, NY.
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