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Full-Text Articles in Law
Delaware Law As Applied Public Choice Theory: Bill Cary And The Basic Course After Twenty-Five Years, William W. Bratton
Delaware Law As Applied Public Choice Theory: Bill Cary And The Basic Course After Twenty-Five Years, William W. Bratton
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No abstract provided.
Corporate Finance, Corporate Law And Finance Theory, Peter H. Huang, Michael S. Knoll
Corporate Finance, Corporate Law And Finance Theory, Peter H. Huang, Michael S. Knoll
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No abstract provided.
Understanding Lockups: Effects In Bankruptcy And The Market For Corporate Control, Kermit Roosevelt Iii
Understanding Lockups: Effects In Bankruptcy And The Market For Corporate Control, Kermit Roosevelt Iii
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The article investigates the effects of lockups, devices used to compensate unsuccessful bidders. Lockups are relevant in contexts in which sales have auction-like characteristics. Bankruptcy and the market for corporate control are two such situations, since the governing legal regimes prevent sales from being swiftly consummated and require sellers to take the most favorable offer that emerges during the waiting period. Existing scholarship has considered lockups in both areas. The analysis of lockups in the market for corporate control is fairly well developed. This article shows that it is importantly incomplete because it fails both to distinguish between ex ante …
Corporate Law As A Facilitator Of Self Governance, Edward B. Rock, Michael L. Wachter
Corporate Law As A Facilitator Of Self Governance, Edward B. Rock, Michael L. Wachter
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No abstract provided.
The Peculiar Role Of The Delaware Courts In The Competition For Corporate Charters, Jill E. Fisch
The Peculiar Role Of The Delaware Courts In The Competition For Corporate Charters, Jill E. Fisch
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From the classic Cary-Winter debate to current legal scholarship, commentators have struggled to explain Delaware's dominance in the market for corporate charters. Although scholars have offered nonsubstantive explanations such as network externalities, interest group dynamics, and Delaware's expert and specialized judiciary, much of the debate focuses on substantive law. This article takes another view. Arguing that a regulator can offer benefits through its lawmaking process, as well as its legal rules, the article suggests a process-oriented analysis of regulatory competition. The article focuses on the unique role of the Delaware judiciary in corporate lawmaking, a role that has received little …
Lockups And Delaware Venue In Corporate Law And Bankruptcy, David A. Skeel Jr.
Lockups And Delaware Venue In Corporate Law And Bankruptcy, David A. Skeel Jr.
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This article addresses two issues that have generated enormous debate in both the corporate law and the bankruptcy literature: the use of breakup fees and other lockup provisions, and Delaware's prominence as the nation's leading corporate address. The first half of the Article weighs in on the role of lockup provisions. Corporate law commentators have adopted widely divergent views of the propriety of lockups, with several calling for courts to uphold all lockups and others proposing varying levels and kinds of scrutiny. To make sense of this debate, I show that the existing literature can be distilled to three central …
Teaching Corporate Governance Through Shareholder Litigation, Jill E. Fisch
Teaching Corporate Governance Through Shareholder Litigation, Jill E. Fisch
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No abstract provided.