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Elizabeth Cosenza

Business faculty Elizabeth Cosenza

Associate Professor and Area Chair
Law and Ethics
Joined Fordham: 2004

General Information:
Hughes Hall, Room 520,
441 East Fordham Road,
Bronx, NY 10458

Email: pinho@fordham.edu

Biography

Elizabeth Cosenza is an associate professor of law and ethics at the Gabelli School of Business and chair of the law and ethics area. She earned her JD from Harvard Law School, where she was senior editor of the Harvard Journal of Law and Public Policy, and her BA, summa cum laude, from Fordham University, where she was valedictorian of the Class of 1998 and elected to Phi Beta Kappa. 

A former Truman Scholar from New York and Rhodes Scholar district finalist, Professor Cosenza entered into private practice at Davis Polk & Wardwell LLP upon graduation from Harvard Law School. Her practice areas included securities law, credit, and mergers and acquisitions. Recently, the New York Law Journal selected Professor Cosenza as one of its Rising Stars—an elite group of attorneys under age 40 who “have established a record of accomplishments and demonstrated that they are top contributors to the practice of law and their communities.”

Professor Cosenza has written a number of articles on significant developments in the federal securities laws, including The Persistent Problem of Multi-Forum Shareholder Litigation: A Proposed Statutory Response to Reshuffle the Deck, 10 VA. L. & Bus. Rev. 413 (2016), Is the Third Time the Charm? Janus Capital Group et al., v. First Derivative Traders: Has the Supreme Court Properly Calibrated the Balance Between Primary and Secondary Actor Liability Under Section 10(b)?, 33 CARDOZO L. REV. 101 (2012), Paradise Lost: Section 10(b) After Morrison v. National Australia Bank, 11 CHI. INT’L L. J. 343 (2011), and Rethinking Attorney Liability under Rule10b-5 in Light of the Supreme Court's Decisions in Tellabs and Stoneridge,16 GEO. MASON L. REV. 1 (2008).

In addition, she has authored and published on important issues relating to corporate governance, including The Holy Grail of Corporate Governance Reform: Independence or Democracy?, 2007 B.Y.U. L. REV. 1, which was cited by the Delaware Court of Chancery in Jana Master Fund v. CNET Networks, 954 A.2d 335 (Del. Ch. 2008)—an important decision on shareholder proxy access. 

Professor Cosenza also has written on venture-capital investments and damages issues flowing from such investments, including Co-Invest At Your Own Risk: An Exploration of Potential Remedial Theories for Breaches of Rights of First Refusal in the Venture Capital Context, 55 AM. U. L. REV. 88 (2005). 

Professor Cosenza’s articles have been cited in a number of prominent legal journals, including the University of Chicago Law Review, Notre Dame Law Review, Alabama Law Review, Fordham Law Review, Iowa Law Review, University of Pennsylvania Journal of Business Law, Georgetown Journal of Legal Ethics, Delaware Journal of Corporate Law and Indiana Law Journal

In the last few years, Professor Cosenza has participated in several amicus briefs in connection with significant securities-related litigations. Most recently, she joined a number of leading securities law professors in amicus briefs submitted to the United States Supreme Court and the U.S. Second Circuit Court of Appeals in several high-profile securities class action litigations.  These amicus briefs include: In re Barclays Bank PLC Securities Litigation, Case 16-1912 (2d Cir. Aug. 1, 2016), In re Petrobras Securities Litigation, Case 16-1914 (2d Cir. July 28, 2016), Cyan, Inc. et al., v. Beaver County Employees Retirement Fund, et al. (Sup. Ct.  June 26, 2016), and In re Goldman Sachs Group, Inc. Securities Litigation. Case 15-3179 (2d Cir. Oct. 14, 2015).  And, in the Halliburton Co. v. Erica P. John Fund, Inc. matter, Professor Cosenza joined an amicus brief, which was filed with the United States Supreme Court, again with a group of prominent securities law scholars. That amicus brief was published by The Harvard Law School Forum on Corporate Governance and Financial Regulation.  She also was among a group of professors of American and German securities law who submitted an amicus brief to the U.S. Second Circuit Court of Appeals in Elliott Associates v. Porsche. Like in the Halliburton matter, the amicus brief in Porsche was published by The Harvard Law School Forum on Corporate Governance and Financial Regulation

At Fordham, Professor Cosenza teaches Legal Framework of Business, Commercial Transactions, Business Law I, Securities Law, and Survey of the Law. She has served in several leadership positions at Fordham. In addition to her current role as chair of the law and ethics area, she previously served on the Gabelli School’s Executive Committee and as the secretary of the Gabelli School’s Joint Council. 

Professor Cosenza is fluent in Portuguese and has basic knowledge of spoken and written French and Spanish. 


Education

  • JD: Harvard Law School
  • Master's:
  • Bachelor's: BA, Fordham University

Research Interests

  • Securities Law
  • Corporate Governance
  • Venture Capital

Publications

  • The Persistent Problem of Multi-Forum Shareholder Litigation: A Proposed Statutory Response to Reshuffle the Deck, 10 Va. L. & Bus. Rev. 413 (2016).
  • Brief for Amici Curiae Former SEC Officials and Law Professors in Support of Defendants-Appellant: In re Barclays Bank PLC Securities Litigation, Case 16-1912 (2d Cir. Aug. 1, 2016) (was among a group of securities law professors and former commissioners and officials of the Securities and Exchange Commission who submitted an amicus brief to the Second Circuit Court of Appeals in In re Barclays Bank PLC Securities Litigation.
  • Brief of Amicus Curiae Professors and Former Commissioners and Officials of the United States Securities and Exchange Commission in Support of Defendants-Appellants: In re Petrobras Securities Litigation, Case 16-1914 (2d Cir. July 28, 2016) (was among a group of securities law professors and former commissioners and officials of the Securities Exchange Commission who submitted an amicus brief to the Second Circuit Court of Appeals in In re Petrobras Securities Litigation).
  • Brief of Amici Curiae Law Professors in Support of Petitioners: Cyan, Inc. et al., v. Beaver County Employees Retirement Fund, et al. (Sup. Ct. June 26, 2016) (was among a group of securities law professors who submitted an amicus brief to the United States Supreme Court).
  • Brief for Amici Curiae Former SEC Officials and Law Professors in Support of Petition for Permission to Appeal: In re Goldman Sachs Group, Inc. Securities Litigation, Case 15-3179 (2d Cir. Oct. 14, 2015) (was among a group of securities law professors and former commissioners and officials of the Securities and Exchange Commission who submitted an amicus brief to the Second Circuit Court of Appeals in In re Goldman Sachs Group, Inc. Securities Litigation).
  • Brief for Former SEC Commissioners and Officials and Law Professors as Amici Curiae Supporting Petitioners: Halliburton Co. and David Lesar v. Erica P. John Fund, Inc., HARV. L. SCH. FORUM ON CORP. GOVERNANCE & FIN. REG., Jan. 14, 2014 (was among a group of securities law professors and former commissioners and officials of the Securities and Exchange Commission who submitted an amicus brief to the United States Supreme Court in Halliburton Co. v. Erica P. John Fund, Inc.).
  • Is the Third Time the Charm? Janus and the Proper Balance Between Primary and Secondary Actor Liability Under Section 10(b), 33 CARDOZO L. REV. 101 (2012).
  • Paradise Lost: Section 10(b) After Morrison v. National Australia Bank, 11 CHI. INT’L L. J. 343 (2011).
  • Professors Argue Against U.S. Courts Hearing Foreign Securities Claims in Elliott Assocs. v. Porsche, HARV. L. SCH. FORUM ON CORP. GOVERNANCE & FIN. REG., Aug. 28, 2011 (was among a group of professors of American and German securities law who submitted an amicus brief to the Second Circuit Court of Appeals in Elliott Associates v. Porsche).
  • Dura-tion: A New Paradigm for Construing the Statute of Limitations in Securities Fraud Class Actions, 63 BAYLOR L. REV. 681 (2010).
  • Rethinking Attorney Liability under Rule 10b-5 in Light of the Supreme Court's Decisions in Tellabs and Stoneridge, 16 GEO. MASON L. REV. 1 (2008).
  • The Holy Grail of Corporate Governance Reform: Independence or Democracy?, 2007 B.Y.U. L. REV. 1.
  • Co-Invest At Your Own Risk: An Exploration of Potential Remedial Theories for Breaches of Rights of First Refusal in the Venture Capital Context, 55 AM. U. L. REV. 88 (2005).