Open Access. Powered by Scholars. Published by Universities.®

Business Law, Public Responsibility, and Ethics Commons

Open Access. Powered by Scholars. Published by Universities.®

Articles 1 - 10 of 10

Full-Text Articles in Business Law, Public Responsibility, and Ethics

Icarus In The Boardroom, Introduction, David A. Skeel Jr. Dec 2004

Icarus In The Boardroom, Introduction, David A. Skeel Jr.

Faculty Scholarship at Penn Law

Americans have always loved risk takers. Like the Icarus of ancient Greek lore, however, even the most talented entrepreneurs can overstep their bounds. All too often, the very qualities that make Icaran executives special - self-confidence, visionary insight, and extreme competitiveness - spur them to take misguided and even illegal chances. The Icaran failure of an ordinary entrepreneur isn't headline news. But put Icarus in the corporate boardroom and - as this book vividly demonstrates - the ripple effects can be profound. Ever since the first large-scale corporations emerged in the nineteenth century, their ability to tap huge amounts of capital and the ...


A New Player In The Boardroom: The Emergence Of The Independent Directors' Counsel, Geoffrey C. Hazard Jr., Edward B. Rock Mar 2004

A New Player In The Boardroom: The Emergence Of The Independent Directors' Counsel, Geoffrey C. Hazard Jr., Edward B. Rock

Faculty Scholarship at Penn Law

Over the last thirty years, the independent directors have occasionally been represented by independent counsel. Instances include: special litigation committees reviewing derivative suits; independent committees in parent subsidiary mergers and MBOs; and internal investigations of misconduct. We predict that, with the additional legal requirements imposed on independent directors by the Sarbanes Oxley Act and related changes to SEC rules and Stock Exchange listing requirements, the independent directors, especially those on the Audit Committee, increasingly will be represented on a continuing basis by independent legal counsel. Out of this will emerge a new figure in the board room: the Independent Directors ...


Of Predatory Lending And The Democratization Of Credit: Preserving The Social Safety Net Of Informality In Small-Loan Transactions, Regina Austin Jan 2004

Of Predatory Lending And The Democratization Of Credit: Preserving The Social Safety Net Of Informality In Small-Loan Transactions, Regina Austin

Faculty Scholarship at Penn Law

53 Am. U. Int'l L. Rev. 1217 (2004).


Vultures Or Vanguards?: The Role Of Litigation In Sovereign Debt Restructuring, Jill E. Fisch, Caroline M. Gentile Jan 2004

Vultures Or Vanguards?: The Role Of Litigation In Sovereign Debt Restructuring, Jill E. Fisch, Caroline M. Gentile

Faculty Scholarship at Penn Law

No abstract provided.


The New Federal Regulation Of Corporate Governance, Jill E. Fisch Jan 2004

The New Federal Regulation Of Corporate Governance, Jill E. Fisch

Faculty Scholarship at Penn Law

No abstract provided.


Sovereign Debt Reform And The Interest Of Creditors, William W. Bratton, G. Mitu Gulati Jan 2004

Sovereign Debt Reform And The Interest Of Creditors, William W. Bratton, G. Mitu Gulati

Faculty Scholarship at Penn Law

No abstract provided.


The Role Of Government In Corporate Governance, Cary Coglianese, Elizabeth K. Keating, Michael L. Michael, Thomas J. Healey Jan 2004

The Role Of Government In Corporate Governance, Cary Coglianese, Elizabeth K. Keating, Michael L. Michael, Thomas J. Healey

Faculty Scholarship at Penn Law

No abstract provided.


Gaming Delaware, William W. Bratton Jan 2004

Gaming Delaware, William W. Bratton

Faculty Scholarship at Penn Law

No abstract provided.


Pari Passu And A Distressed Sovereign's Rational Choices, William W. Bratton Jan 2004

Pari Passu And A Distressed Sovereign's Rational Choices, William W. Bratton

Faculty Scholarship at Penn Law

No abstract provided.


Rules, Principles, And The Accounting Crisis In The United States, William W. Bratton Jan 2004

Rules, Principles, And The Accounting Crisis In The United States, William W. Bratton

Faculty Scholarship at Penn Law

The Sarbanes-Oxley Act and the Securities Exchange Commission move too quickly ·when they prod the Financial Accounting Standards Board, the standard setter for US GAAP, to move immediately to a principles-based system. Priorities respecting reform of corporate reporting in the US need to be ordered more carefully. Incentive problems impairing audit performance should be solved first through institutional reform insulating the audit from the negative impact of rent-seeking and solving adverse selection problems otherwise affecting audit practice. So long as auditor independence and management incentives respecting accounting treatments remain suspect. the US reporting system holds out no actor plausibly positioned ...