The Failure Of Corporate Law PDF Download
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Author | : Kent Greenfield |
Publisher | : ReadHowYouWant.com |
Total Pages | : 562 |
Release | : 2010-10-21 |
Genre | : Law |
ISBN | : 1459606167 |
Download The Failure of Corporate Law Book in PDF, ePub and Kindle
When used in conjunction with corporations, the term public is misleading. Anyone can purchase shares of stock, but public corporations themselves are uninhibited by a sense of societal obligation or strict public oversight. In fact, managers of most large firms are prohibited by law from taking into account the interests of the public in de...
Author | : William S. Laufer |
Publisher | : University of Chicago Press |
Total Pages | : 306 |
Release | : 2008-10-31 |
Genre | : Law |
ISBN | : 0226470423 |
Download Corporate Bodies and Guilty Minds Book in PDF, ePub and Kindle
We live in an era defined by corporate greed and malfeasance—one in which unprecedented accounting frauds and failures of compliance run rampant. In order to calm investor fears, revive perceptions of legitimacy in markets, and demonstrate the resolve of state and federal regulators, a host of reforms, high-profile investigations, and symbolic prosecutions have been conducted in response. But are they enough? In this timely work, William S. Laufer argues that even with recent legal reforms, corporate criminal law continues to be ineffective. As evidence, Laufer considers the failure of courts and legislatures to fashion liability rules that fairly attribute blame for organizations. He analyzes the games that corporations play to deflect criminal responsibility. And he also demonstrates how the exchange of cooperation for prosecutorial leniency and amnesty belies true law enforcement. But none of these factors, according to Laufer, trumps the fact that there is no single constituency or interest group that strongly and consistently advocates the importance and priority of corporate criminal liability. In the absence of a new standard of corporate liability, the power of regulators to keep corporate abuses in check will remain insufficient. A necessary corrective to our current climate of graft and greed, Corporate Bodies and Guilty Minds will be essential to policymakers and legal minds alike. “[This] timely work offers a dispassionate analysis of problems relating to corporate crime.”—Harvard Law Review
Author | : Junshik Yoon |
Publisher | : |
Total Pages | : 0 |
Release | : 2020 |
Genre | : Corporations |
ISBN | : |
Download The LBO and the Failure of the Corporate Law in the U.S. and Korea Book in PDF, ePub and Kindle
Author | : John C. Coffee |
Publisher | : Aspen Publishing |
Total Pages | : 1429 |
Release | : 2021-09-14 |
Genre | : Law |
ISBN | : 1543847277 |
Download Cases and Materials on Corporations Book in PDF, ePub and Kindle
Renowned for its richness, depth, and authorship, Cases and Materials on Corporations offers broad coverage of both public and closely held corporations. A powerful introductory chapter sets out the defining characteristics of a corporation. A thematic framework frames corporate law in terms of the corporation’s responsibilities to its employees, its investors, and society. New to the Ninth Edition: The introductory Chapter recognizes that issues of race and systemic discrimination have dominated recent headlines and political discourse. This has re-focused attention on the long-standing debate between proponents of the dominant shareholders primacy model of corporate governance and proponents of a more stakeholder-oriented model. Without taking sides on this issue, this Chapter notes that this debate has continued throughout American legal history, and it focuses on recent efforts by some states and Nasdaq to require greater diversity (both in terms of race and gender) on corporate boards. Current data is provided. In addition, this Chapter adds a new section to introduce the “public benefit corporation,” a new corporate form that is a hybrid of a profit-making corporation and a not-for-profit entity now recognized by a majority of the states. New material on the emerging line of good faith cases in the context of director oversight where a corporation is subject to “mission critical” regulation. This new line of cases opens up potential avenues to assign monetary liability to directors for failure to manage corporate risks. New Supreme Court decisions (including Lorenzo and Omnicare) are assessed, and the continuing struggle to define insider trading is reviewed. The chapter on shareholder voting and proxy gives special attention to recent efforts by activist hedge funds to influence and constrain corporate management. The revised chapter on takeovers takes up the legal rules governing friendly and unfriendly acquisitions. The chapter tracks the unique experience of Delaware law over this period: an ongoing and openly—but respectful–disagreement between the Delaware Chancery Court and the Delaware Supreme Court about the allocation of authority between the board of directors and shareholders. The chapter also examines the new texture of the takeover market where activists play a central role. Professors and students will benefit from: Richness and depth: A range of thoroughly developed topics allows instructors to delve into topics with as much depth as they wish. The text is strong in material on both public and closely held corporations. Traditional casebook pedagogy: Text notes, statutory material, excerpted commentary, problems, questions, and edited cases. Strong introductory chapter: Sets out the defining characteristics of a corporation: limited liability, perpetual existence, free transferability, and centralized management. Thematic framework: Examines corporate law in the context of the corporation’s responsibilities to its own constituents and investors, as well as to society.
Author | : Jeffrey Neil Gordon |
Publisher | : Oxford University Press |
Total Pages | : 1217 |
Release | : 2018 |
Genre | : Business & Economics |
ISBN | : 0198743688 |
Download The Oxford Handbook of Corporate Law and Governance Book in PDF, ePub and Kindle
Corporate law and governance are at the forefront of regulatory activities worldwide, and subject to increasing public attention in the wake of the Global Financial Crisis. Comprehensively referencing the key debates, the Handbook provides a much-needed framework for understanding the aims and methods of legal research in the field.
Author | : Justin O'Brien |
Publisher | : Taylor & Francis |
Total Pages | : 567 |
Release | : 2017-03-02 |
Genre | : Business & Economics |
ISBN | : 1351948628 |
Download Corporate Business Responsibility Book in PDF, ePub and Kindle
The 2008/9 crisis in global commercial debt markets exposed glaring deficiencies in corporate and regulatory operational and strategic risk management systems. This collection provides an overview of how narrow conceptions of responsibility in corporate law, organizational practice and regulatory dynamics facilitated the crisis. The first section revisits the debates about the role of the corporation prompted by the publication of The Modern Corporation and Private Property (1932). The second section explores why the conception of enlightened shareholder interest gained and retained potency despite demonstrable failure. The third section explores how the interaction between the foundational assumptions of corporate law and the (questionable) efficacy of shareholder control framed regulatory responses to the growth of financial capitalism. The fourth section examines ways in which excess can be restrained by the interaction between hard law, softer governance arrangements such as principles and, crucially, norms.
Author | : Mohammad Rizal Salim |
Publisher | : |
Total Pages | : 0 |
Release | : 2022 |
Genre | : |
ISBN | : |
Download The Failure of Corporate Law Book in PDF, ePub and Kindle
Corporate law's predominant focus on regulating directors and empowering shareholders misses the fundamental governance problem in state-owned corporations where the state has a triple role as regulator, enforcer, and asset owner. These create opportunities/incentives for preferential treatment/corrupt practices and corporate pursuit of non-financial objectives. Using 1MDB as case study, the author found serious transgressions resulting from state control. It also presents an opportunity to re-examine the elements of corporate law that is necessary to achieve good corporate governance in the local context.
Author | : Kent Greenfield |
Publisher | : Yale University Press |
Total Pages | : 297 |
Release | : 2018-10-23 |
Genre | : Law |
ISBN | : 0300240805 |
Download Corporations Are People Too Book in PDF, ePub and Kindle
Why we’re better off treating corporations as people under the law—and making them behave like citizens Are corporations people? The U.S. Supreme Court launched a heated debate when it ruled in Citizens United that corporations can claim the same free speech rights as humans. Should corporations be able to claim rights of free speech, religious conscience, and due process? Kent Greenfield provides an answer: Sometimes. With an analysis sure to challenge the assumptions of both progressives and conservatives, Greenfield explores corporations' claims to constitutional rights and the foundational conflicts about their obligations in society. He argues that a blanket opposition to corporate personhood is misguided, since it is consistent with both the purpose of corporations and the Constitution itself that corporations can claim rights at least some of the time. The problem with Citizens United is not that corporations have a right to speak, but for whom they speak. The solution is not to end corporate personhood but to require corporations to act more like citizens.
Author | : Petri Mäntysaari |
Publisher | : Springer Science & Business Media |
Total Pages | : 169 |
Release | : 2011-09-18 |
Genre | : Law |
ISBN | : 3642221971 |
Download Organising the Firm Book in PDF, ePub and Kindle
The theoretical basis of commercial law, corporate governance law, and corporate law is still unsatisfactory. There essentially is no theory of commercial law, and existing theories of corporate governance and corporate law cannot explain the behaviour of firms or the contents of existing regulation. This book proposes a coordinated solution for all three areas. The starting point is that all three areas deal with the organisation of firms. Commercial law, corporate governance, and corporate law are therefore studied from the perspective of the firm rather than that of the judge or the investor. Changing the perspective makes it easier to formulate an "umbrella" theory of commercial law, and theories of corporate governance and corporate law as applications of the main theory. The book provides examples of how the proposed theories work by studying legal corporate governance tools and practices that increase the sustainability of the firm. Sustainability can be bolstered by making the governance model more self-enforcing and ensuring that it fosters innovation.
Author | : John C. Coates |
Publisher | : |
Total Pages | : 118 |
Release | : 2000 |
Genre | : Antitakeover strategies |
ISBN | : |
Download Explaining Variation in Takeover Defenses Book in PDF, ePub and Kindle