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Articles 1 - 6 of 6

Full-Text Articles in Law

Back To The Basics: Restoration Of Our Right To Keep And Bear Arms Through A National Reciprocity Act, Julie Morgan Jul 2013

Back To The Basics: Restoration Of Our Right To Keep And Bear Arms Through A National Reciprocity Act, Julie Morgan

University of Miami Business Law Review

No abstract provided.


On The Construction Of Section 203(O) Of The Flsa: Exclusion Without Exemption, Victor M. Velarde Jul 2013

On The Construction Of Section 203(O) Of The Flsa: Exclusion Without Exemption, Victor M. Velarde

University of Miami Business Law Review

No abstract provided.


Corporate Tort Liability Under The Alien Tort Statute Post-Kiobel, Scott E. Allbright Jr. Jul 2013

Corporate Tort Liability Under The Alien Tort Statute Post-Kiobel, Scott E. Allbright Jr.

University of Miami Business Law Review

No abstract provided.


“Comply Or Explain”—A Flexible Mechanism To Countervail Behavioral Biases In M&A Transactions, Gerrit M. Beckhaus Apr 2013

“Comply Or Explain”—A Flexible Mechanism To Countervail Behavioral Biases In M&A Transactions, Gerrit M. Beckhaus

University of Miami Business Law Review

Mergers and acquisitions (M&A) are a common phenomenon of great importance in today’s business world. However, the majority of them fail to achieve the aspired objectives. These failures can be attributed to various circumstances, inter alia decision-makers’ vulnerability to behavioral biases due to the complexity, uncertainty, and time pressure characteristic of M&A transactions. Such biases often lead to predictable irrational behavior resulting in momentous misjudgments. Despite numerous psychological studies proving that people systematically tend to make irrational decisions under uncertainty, neither the transactional practice nor its current legal framework address this problem. Instead, the present law shields decision-makers from potential …


Politics And Legal Regulation In The International Business Environment:An Fdi Case Study Of Alstom, S.A., In Israel, Jeffrey A. Van Detta Apr 2013

Politics And Legal Regulation In The International Business Environment:An Fdi Case Study Of Alstom, S.A., In Israel, Jeffrey A. Van Detta

University of Miami Business Law Review

No abstract provided.


“Package Deal”: The Curious Relationship Between Fiduciary Duties And The Implied Covenant Of Good Faith And Fair Dealing In Delaware Limited Liability Companies, Monica E. White Apr 2013

“Package Deal”: The Curious Relationship Between Fiduciary Duties And The Implied Covenant Of Good Faith And Fair Dealing In Delaware Limited Liability Companies, Monica E. White

University of Miami Business Law Review

Since 1977, the popularity of the limited liability company (“LLC”) has grown tremendously, overtaking the corporation and the partnership as the preferred business structure in many jurisdictions. Amidst this growth in popularity, a legal debate has sparked concerning the existence, nature, and extent of the fiduciary and contractual duties owed in the LLC context.

Drafters of LLC agreements can adjust fiduciary “norms” through limitation or, in certain jurisdictions like Delaware, through complete elimination of fiduciary duties. However, the implied contractual covenant of good faith and fair dealing (the “Implied Covenant” or the “Covenant”) remains and cannot be waived by the …