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Full-Text Articles in Law

The Illusion Of Fairness Through Special Committees In Management Buyouts, Shelby D. Green Jan 1990

The Illusion Of Fairness Through Special Committees In Management Buyouts, Shelby D. Green

Elisabeth Haub School of Law Faculty Publications

This essay will explore these deficiencies and argue for real, and not illusory, safeguards against directors' self-dealing in management buyouts. Part II provides an overview of corporation law regarding the decisionmaking authority of the board. Part III discusses self-dealing transactions as exceptions to the normal judicial deference accorded board decisions. Part IV discusses the flaws in the use of the special committee to address conflict of interest problems. Part V provides an analysis of the case introducing this essay and Part VI offers conclusions and suggestions for reform.


Theories Of The Corporation, David K. Millon Jan 1990

Theories Of The Corporation, David K. Millon

Scholarly Articles

None available.


Corporate Philanthropy And The Business Benefit: The Need For Clarity, Shelby D. Green Jan 1990

Corporate Philanthropy And The Business Benefit: The Need For Clarity, Shelby D. Green

Elisabeth Haub School of Law Faculty Publications

The need for clarity or harmony is the subject of this essay. Part II summarizes a philosophical debate between two scholars on the mission of the corporation. Part III briefly traces the historical development of the relevant principles and Part IV examines the actual philanthropic practices of several large publicly held corporations. Finally, Part V considers the continuing significance of the common law rule in light of these practices and urges support for the ALI proposal.


It Does The Crime But Not The Time: Corporate Criminal Liability In Federal Law, Michael E. Tigar Jan 1990

It Does The Crime But Not The Time: Corporate Criminal Liability In Federal Law, Michael E. Tigar

Faculty Scholarship

No abstract provided.


The First Great Law & Economics Movement, Herbert J. Hovenkamp Jan 1990

The First Great Law & Economics Movement, Herbert J. Hovenkamp

All Faculty Scholarship

Beginning in the 1880s American economists turned their attention to the law in a way unprecedented in American thought. Some legal academics in turn incorporated economics into their thinking about the law. Whether their output or its impact were great enough to warrant calling their efforts a law and economics "movement" is worth debating. This essay argues that there was such a movement.

Four things account for the increasing interest in law and economics at the turn of the century: (1) the widespread application of evolutionary models to the development of both law and economic theory; (2) the influence of …