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Full-Text Articles in Law

Delaware For Small Fry: Jurisdictional Competition For Limited Liability Companies, Larry E. Ribstein Feb 2010

Delaware For Small Fry: Jurisdictional Competition For Limited Liability Companies, Larry E. Ribstein

Larry E. Ribstein

Most of the work on jurisdictional competition for business associations has focused on publicly held corporations and the factors underlying Delaware’s dominance in attracting formations of large out-of-state corporations. We examine an analogous jurisdictional competition to attract formations by closely held limited liability companies (LLCs). The LLC offered the first attractive business form for closely held limited liability firms unconstrained by the legacy of corporate default rules. State legislatures have adopted and changed LLC statutes rapidly over the past 20 years. Unlike general and limited partnerships, which have been shaped by uniform laws, LLC statutes vary significantly. These circumstances offer …


Strategic Contracting: Contract Law As A Source Of Competitive Advantage, Larry Dimatteo Dec 2009

Strategic Contracting: Contract Law As A Source Of Competitive Advantage, Larry Dimatteo

Larry A DiMatteo

This paper uses sources taken from the legal literature, as well as literature from strategy and human resource management. It explores Professor Gilson’s noted remark in the Yale Law Journal that “business lawyers serve as transaction cost engineers and this function has the potential for creating value.” This exploration focuses on the strategic use of contract law in gaining a competitive advantage and to create value. It begins by differentiating two frames of the contract paradigm. One is the internal frame in which contract law’s inherent flexibility allows for its use as a source of competitive advantage. The second frame …


Family Solidarity Versus Social Solidarity In The United States, Sanford N. Katz Dec 2009

Family Solidarity Versus Social Solidarity In The United States, Sanford N. Katz

Sanford N. Katz

No abstract provided.


India Recognizes Limited Liability Partnerships – Any Attraction For Us Investors?, Vikas Varma Dec 2009

India Recognizes Limited Liability Partnerships – Any Attraction For Us Investors?, Vikas Varma

Vikas Varma

The Indian form of LLP is broadly comparable to New York Registered Limited Liability Partnerships (“NY LLP”) and to some extent to New York Limited Liability Companies (“NY LLC”).