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Articles 1 - 10 of 10
Full-Text Articles in Law
Regulating The U.S. Treasury Market, Jerry W. Markham
Regulating The U.S. Treasury Market, Jerry W. Markham
Faculty Publications
The market for U.S. Treasury securities is critical to our monetary policy and government funding. It also serves as a benchmark for pricing other investments and has provided a haven for investors seeking safety and stability. However, concern has recently arisen that “primary dealers” in that market might have manipulated prices. In addition, an unusual market volatility event that occurred in October 2014, and the growth of high-frequency trading have raised further questions over the adequacy of regulation in that market. This article addresses those concerns. It first describes the U.S. Treasury market and identifies efforts by traders over the …
New Corporate Forms And Green Business, Antony Page
New Corporate Forms And Green Business, Antony Page
Faculty Publications
You want to start a business: not just an ordinary business, producing ordinary social benefit, but a dual-mission business that will both make a profit and benefit the environment. This green business, you expect, will sometimes face trade-offs between the missions, in the sense that sometimes owners' wealth and profit will have to be sacrificed to pursue environmental benefits. You're optimistic, in that you hope the business will find outside investors and will scale up easily. Moreover, you don't want to lie or even dissemble about your motives or about the business's actions. You want to be both authentic and …
Sustainable Business, Robert A. Katz, Antony Page
Sustainable Business, Robert A. Katz, Antony Page
Faculty Publications
In recent years lawyers have become increasingly active in the field of for-profit social enterprise and sustainable business. This is nowhere more evident than in the design of new organizational forms such as the low-profit limited liability company (L3C), the flexible purpose corporation, and the benefit corporation. In this emerging field, sustainability is perhaps the most prized quality as well as its most versatile construct. This Essay contributes to the debate over new legal forms by analyzing the multiple meanings of sustainability in this context. The analysis demonstrates the importance of distinguishing between the social enterprise as a dual mission …
Is Social Enterprise The New Corporate Social Responsibility?, Antony Page, Robert A. Katz
Is Social Enterprise The New Corporate Social Responsibility?, Antony Page, Robert A. Katz
Faculty Publications
Since at least the famous Berle-Dodds debate, corporate social responsibility (CSR) and later its more muscular and structural iteration, progressive corporate law, have been discussed without much progress. The authors consider whether the social enterprise movement, which envisions a new sector of businesses created both to generate profits and pursue social goals, advances this debate. They conclude that it does. Proponents of social enterprise believe that such businesses can combine the dynamism of for-profit firms with the mission-driven zeal more typical of nonprofit organizations. Social enterprise and CSR have much in common: both want businesses to take the interests of …
Freezing Out Ben & Jerry: Corporate Law And The Sale Of A Social Enterprise Icon, Antony Page, Robert A. Katz
Freezing Out Ben & Jerry: Corporate Law And The Sale Of A Social Enterprise Icon, Antony Page, Robert A. Katz
Faculty Publications
Companies with social missions are frequently bought by larger, more conventional profit-seeking firms and just as frequently accused of “selling out.” Ben & Jerry’s Homemade Inc. is perhaps the leading example: its takeover by international conglomerate Unilever is an oft-repeated cautionary tale of the negative proclivities of the publicly-traded corporate form and profit-maximizing corporate law. Contrary to conventional wisdom, however, corporate law did not compel the sale, or sell-out, of Ben & Jerry’s. This familiar account omits a critical part of the narrative -- the company and its founders had established impressive anti-takeover defenses that, when pressed, the board declined …
Unconscious Bias And The Limits Of Director Independence, Antony Page
Unconscious Bias And The Limits Of Director Independence, Antony Page
Faculty Publications
Corporate directors make difficult decisions: How much should we pay our CEO? Should we permit a lawsuit against a fellow director? Should we sell the company? Directors are legally obligated to decide in good faith based on the business merits of the issue rather than extraneous considerations and influences. Naturally, some directors may have preferences, or even biases: Our CEO, my colleague and friend, deserves a lot; The company should not sue my fellow board member; We should not sell, because after all, I would like to remain a board member. But the courts presume that independent directors either do …
Leveraged Liquidity: Bear Raids And Junk Loans In The New Credit Market, Jose M. Gabilondo
Leveraged Liquidity: Bear Raids And Junk Loans In The New Credit Market, Jose M. Gabilondo
Faculty Publications
No abstract provided.
A Uniform Domestic Partnership Act: Marrying Business Partnership And Family Law, Jennifer Ann Drobac, Antony Page
A Uniform Domestic Partnership Act: Marrying Business Partnership And Family Law, Jennifer Ann Drobac, Antony Page
Faculty Publications
For decades, Americans have argued about who may marry and what marriage actually means in legal, religious, and philosophical terms. For almost as long, two problems - the rising divorce rate and the poverty of some "divorced" children and their custodians - have fed concerns about the viability of marriage as an institution that promotes domestic stability and economic security. This Article explores the notion that domestic partnership based upon business partnership law would better serve more couples, their families, and society as a whole. It proposes a Uniform Domestic Partnership Act, loosely modeled after the UPA, as a substitute …
Financial Moral Panic! Sarbanes-Oxley, Financier Folk Devils, And Off-Balance Sheet Arrangement, Jose M. Gabilondo
Financial Moral Panic! Sarbanes-Oxley, Financier Folk Devils, And Off-Balance Sheet Arrangement, Jose M. Gabilondo
Faculty Publications
No abstract provided.
What’S Good For General Motors: Corporate Speech And The Theory Of Free Expression, Howard M. Wasserman
What’S Good For General Motors: Corporate Speech And The Theory Of Free Expression, Howard M. Wasserman
Faculty Publications
No abstract provided.