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Relationships Of Trust And Confidence In The Workplace, Deborah A. Demott
Relationships Of Trust And Confidence In The Workplace, Deborah A. Demott
Faculty Scholarship
No abstract provided.
Agency In The Alternatives: Common-Law Perspectives On Binding The Firm, Deborah A. Demott
Agency In The Alternatives: Common-Law Perspectives On Binding The Firm, Deborah A. Demott
Faculty Scholarship
This chapter in a forthcoming book examines the external aspects of agency law in the context of unincorporated firms, that is, the capacity of actors associated a firm to bind it to the legal consequences of interactions with third parties. The chapter focuses in particular on the impact of acts done by a representative for which the representative lacked actual authority. The chapter differentiates the terminology and concepts associated with partnership law from the common law of agency, in particular, a partner's capacity to bind the firm albeit the partner lacks actual authority, which the chapter terms the partner's "positional …
The Evolution Of Codification: A Principal-Agent Theory Of The International Law Commission's Influence, Laurence R. Helfer, Timothy Meyer
The Evolution Of Codification: A Principal-Agent Theory Of The International Law Commission's Influence, Laurence R. Helfer, Timothy Meyer
Faculty Scholarship
The International Law Commission has a mandate from the U.N. General Assembly to codify and progressively develop international law. For most of the ILC’s history, the lion’s share of its work took the form of draft articles adopted by the General Assembly as the basis for multilateral conventions. The ILC’s activities received their principal legal effect during this period through the United Nations treaty-making process, rather than directly on the basis of the ILC’s analysis of what customary international law does or should require. In recent decades, however, the ILC has turned to other outputs—such as principles, conclusions and draft …
Forum-Selection Bylaws Refracted Through An Agency Lens, Deborah A. Demott
Forum-Selection Bylaws Refracted Through An Agency Lens, Deborah A. Demott
Faculty Scholarship
Both praise and controversy surround director-adopted bylaws that affect shareholders' litigation rights. Recent bylaws specify an exclusive forum for litigation of corporate governance claims, limit shareholder claims to resolution through arbitration, and (most controversially) impose a one-way regime of fee shifting on shareholder litigants. To one degree or another, courts have legitimated each development, while commentators differ in their assessments. This Article brings into clear focus issues so far blurred in debates surrounding these types of bylaws. Focusing on forum-selection bylaws, and on Delaware precedents, I argue that beginning from the standpoint of common law agency reveals the attenuated and …