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Full-Text Articles in Finance and Financial Management
Are All Risks Created Equal? Rethinking The Distinction Between Legal And Business Risk In Corporate Law, Adi Libson, Gideon Parchomovsky
Are All Risks Created Equal? Rethinking The Distinction Between Legal And Business Risk In Corporate Law, Adi Libson, Gideon Parchomovsky
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Should corporate legal risk be treated similarly to corporate business risks? Currently, the law draws a clear-cut distinction between the two sources of risk, permitting the latter type of risk and banning the former. As a result, fiduciaries are shielded from personal liability in the case of business risk and are entirely exposed to civil and criminal liability that arises from legal risk-taking. As corporate law theorists have underscored, the differential treatment of business and legal risk is highly problematic from the perspective of firms and shareholders. To begin with, legal risk cannot be completely averted or eliminated. More importantly, …
Securities Intermediaries And The Separation Of Ownership From Control, Jill E. Fisch
Securities Intermediaries And The Separation Of Ownership From Control, Jill E. Fisch
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The Modern Corporation and Private Property highlighted the evolving separation of ownership and control in the public corporation and the effects of that separation on the allocation of power within the corporation. This essay explores the implications of intermediation for those themes. The article observes that intermediation, by decoupling economic ownership and decision-making authority within the shareholder, creates a second layer of agency issues beyond those identified by Berle and Means. These agency issues are an important consideration in the current debate over shareholder empowerment. The article concludes by considering the hypothetical shareholder construct implicit in the Berle and Means …
The Market Revolution In Bank And Insurance Firm Governance: Its Logic And Limits, David A. Skeel Jr.
The Market Revolution In Bank And Insurance Firm Governance: Its Logic And Limits, David A. Skeel Jr.
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No abstract provided.
Waiting For The Omelet To Set: Match-Specific Assets And Minority Oppression In The Close Corporation, Edward B. Rock, Michael L. Wachter
Waiting For The Omelet To Set: Match-Specific Assets And Minority Oppression In The Close Corporation, Edward B. Rock, Michael L. Wachter
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No abstract provided.