Open Access. Powered by Scholars. Published by Universities.®

Law Commons

Open Access. Powered by Scholars. Published by Universities.®

1992

Washington University in St. Louis

Discipline
Keyword
Publication

Articles 31 - 60 of 76

Full-Text Articles in Law

Peek And Spy: A Proposal For Federal Regulation Of Electronic Monitoring In The Work Place, Susan Ellen Bindler Jan 1992

Peek And Spy: A Proposal For Federal Regulation Of Electronic Monitoring In The Work Place, Susan Ellen Bindler

Washington University Law Review

No abstract provided.


Extraterritoriality Of Restrictive State Abortion Laws: States Can Abort Plans To Abort At Home But Not Abroad, Andrew J. Ries Jan 1992

Extraterritoriality Of Restrictive State Abortion Laws: States Can Abort Plans To Abort At Home But Not Abroad, Andrew J. Ries

Washington University Law Review

No abstract provided.


Fairness Opinions As Magic Pieces Of Paper, Dale A. Oesterle Jan 1992

Fairness Opinions As Magic Pieces Of Paper, Dale A. Oesterle

Washington University Law Review

I explain each suggestion in Section IV below, after I discuss the merits of the approaches of Professors Carney and Fiflis in Sections II and III. Section I contains a background discussion on the nature of fairness opinions.


Limited Liability And Externalization Of Risk: A Comment On The Death Of Partnership, Robert W. Hillman Jan 1992

Limited Liability And Externalization Of Risk: A Comment On The Death Of Partnership, Robert W. Hillman

Washington University Law Review

No abstract provided.


The Effective Date Of A Transfer By Check Under Section 547(B) Of The Bankruptcy Code: Transfer Upon Delivery Or Honor? Johnson V. Barnhill (In Re Antweil), 931 F.2d 689 (10th Cir.), Cert. Granted, 112 S. Ct. 48 (1991), Susan Ellen Bindler Jan 1992

The Effective Date Of A Transfer By Check Under Section 547(B) Of The Bankruptcy Code: Transfer Upon Delivery Or Honor? Johnson V. Barnhill (In Re Antweil), 931 F.2d 689 (10th Cir.), Cert. Granted, 112 S. Ct. 48 (1991), Susan Ellen Bindler

Washington University Law Review

No abstract provided.


Opting In And Opting Out: Bargaining For Fiduciary Duties In Cooperative Ventures, Jason Scott Johnston Jan 1992

Opting In And Opting Out: Bargaining For Fiduciary Duties In Cooperative Ventures, Jason Scott Johnston

Washington University Law Review

After surveying the Perfect-Markets analysis in Section I of this Article, Section II explores some strategic implications of its central insight regarding the imperfection of fiduciary duty protection. At the same time, by focusing just on strategic effects due to asymmetric information, the results in Section II are very limited and do not provide the backbone for a positive theory of opting in and opting out of fiduciary duties. Section III outlines how such a theory might proceed by considering a number of complicating factors that are important in the Perfect-Markets analysis and that also enrich the strategic approach in ...


The “Right” To A Disinterested Prosecutor Of Criminal Contempt: Unpacking Public And Private Interests, Joan Meier Jan 1992

The “Right” To A Disinterested Prosecutor Of Criminal Contempt: Unpacking Public And Private Interests, Joan Meier

Washington University Law Review

In this Article I argue that, contrary to Justice Blackmun's concurring opinion and the opinions of several state courts, courts should not expand Young to establish a new due process right for criminal contemnors that would bind state courts.


Rollups Of Limited Partnerships: Questions Of Regulation And Fairness, Deborah A. Demott Jan 1992

Rollups Of Limited Partnerships: Questions Of Regulation And Fairness, Deborah A. Demott

Washington University Law Review

Rollups of limited partnerships, recently the object of attention from Congress, the Securities and Exchange Commission (SEC), and the investing public, raise many conflict-of-interest questions similar to those leveraged buyouts (LBOs) present. To be sure, LBOs and rollups differ in many ways; they tend, nonetheless, to share features that induce squeamishness in many observers.


Skating On Thin Ice: Nhl Owners And Players Clash Over Free Agency, Sue Santa Jan 1992

Skating On Thin Ice: Nhl Owners And Players Clash Over Free Agency, Sue Santa

Washington University Law Review

No abstract provided.


Fairness Opinions: How Fair Are They And Why We Should Do Nothing About It, William J. Carney Jan 1992

Fairness Opinions: How Fair Are They And Why We Should Do Nothing About It, William J. Carney

Washington University Law Review

I believe that fairness opinions exist for two reasons: a judicial belief in the determinacy of value, and legal rules that shelter the business judgment of a board when based on reliance on the opinion of experts. Except in rare instances, investment bankers do not deliver fairness opinions for the benefit of public shareholders. Further, the nature of the fairness opinion is such that neither courts nor investors should attach too much weight to it nor impose liability because of it, except in instances of fraud.


Subjecting Land Commissioners To The Same Strict Disqualification Standards As Judges Under 28 U.S.C. § 455. United States V. Werner, 916 F.2d 175 (4th Cir. 1990), Paula D. Hunt Jan 1992

Subjecting Land Commissioners To The Same Strict Disqualification Standards As Judges Under 28 U.S.C. § 455. United States V. Werner, 916 F.2d 175 (4th Cir. 1990), Paula D. Hunt

Washington University Law Review

No abstract provided.


The Economic Efficiency Of Close Corporation Law: A Comment, Geoffrey P. Miller Jan 1992

The Economic Efficiency Of Close Corporation Law: A Comment, Geoffrey P. Miller

Washington University Law Review

No abstract provided.


The English Radical Whig Origins Of American Constitutionalism, David N. Mayer Jan 1992

The English Radical Whig Origins Of American Constitutionalism, David N. Mayer

Washington University Law Review

Scholars-at first historians and political scientists, and more recently legal scholars-who have become more enamored with the civic republican implications of early American thought have overlooked the "whig" basis of that thought. As a result, much recent scholarship about early American constitutionalism has been seriously misguided.


Partnerships, Limited Liability Companies, And Taxes: A Comment On The Survival Of Organizational Forms, Saul Levmore Jan 1992

Partnerships, Limited Liability Companies, And Taxes: A Comment On The Survival Of Organizational Forms, Saul Levmore

Washington University Law Review

No abstract provided.


The Tenth Circuit Restricts Appellate Jurisdiction In Cases Originating In Bankruptcy Court. Kaiser Steel Corp. V. Frates (In Re Kaiser Steel Corp.), 911 F.2d 380 (10th Cir. 1990), Timothy J. Dable Jan 1992

The Tenth Circuit Restricts Appellate Jurisdiction In Cases Originating In Bankruptcy Court. Kaiser Steel Corp. V. Frates (In Re Kaiser Steel Corp.), 911 F.2d 380 (10th Cir. 1990), Timothy J. Dable

Washington University Law Review

No abstract provided.


Privacy Protection For Programming: Is Modifying Satellite Descramblers A Violation Of The Wiretap Law? United States V. Hux, 940 F.2d 314 (8th Cir. 1991), Thomas N. Fitzgibbon Jan 1992

Privacy Protection For Programming: Is Modifying Satellite Descramblers A Violation Of The Wiretap Law? United States V. Hux, 940 F.2d 314 (8th Cir. 1991), Thomas N. Fitzgibbon

Washington University Law Review

No abstract provided.


The Bill Of Rights: The Next 200 Years, Geoffrey R. Stone Jan 1992

The Bill Of Rights: The Next 200 Years, Geoffrey R. Stone

Washington University Law Review

Why is prediction so difficult? After all, even if we reject the static concept of original intent, constitutional interpretation is "law," and "law" should have some element of constancy, certainty, and predictability. What, then, is the problem? The problem is time. In fact, law, even constitutional law, is generally quite constant, certain, and predictable-if we look at it in relatively short time-bites. But over decades, to say nothing of centuries, law, and especially constitutional law, is unpredictable in the extreme.


Missouri Health Care Durable Power Of Attorney, Catherine M. Sheafor Jan 1992

Missouri Health Care Durable Power Of Attorney, Catherine M. Sheafor

Washington University Law Review

No abstract provided.


The Deregulation Of Limited Liability And The Death Of Partnership, Larry E. Ribstein Jan 1992

The Deregulation Of Limited Liability And The Death Of Partnership, Larry E. Ribstein

Washington University Law Review

This Article suggests that the partnership form is attractive for many firms on the margin only because of the regulatory costs of limited liability, including double corporate taxation and limitations on organizational form.


The Sixth Circuit Grants The Fdic Priority Over Direct Shareholder Suits Against Officers And Directors Of Banks In Fdic Receivership. Gaff V. Fdic, 919 F.2d 384 (6th Cir. 1990), Modified, 933 F.2d 400 (1991), Christopher A. Martin Jan 1992

The Sixth Circuit Grants The Fdic Priority Over Direct Shareholder Suits Against Officers And Directors Of Banks In Fdic Receivership. Gaff V. Fdic, 919 F.2d 384 (6th Cir. 1990), Modified, 933 F.2d 400 (1991), Christopher A. Martin

Washington University Law Review

No abstract provided.


Justice Holmes's Philosophy, Sheldon M. Novick Jan 1992

Justice Holmes's Philosophy, Sheldon M. Novick

Washington University Law Review

In my biography of Justice Holmes it seemed proper to let him have his effects. But explanation also has its part to play, if only below decks; so while Holmes lightly touches the helm, we may now trudge down to the engine room and have a look at the machinery.


Bargaining For Fiduciary Duties: Preserving The Vulnerability Of The Disadvantaged?, John A. C. Hetherington Jan 1992

Bargaining For Fiduciary Duties: Preserving The Vulnerability Of The Disadvantaged?, John A. C. Hetherington

Washington University Law Review

No abstract provided.


The Classification Of Erisa As “Applicable Nonbankruptcy Law” Under Section 541(C)(2) Of The Bankruptcy Code, Jay A. Yalowitz Jan 1992

The Classification Of Erisa As “Applicable Nonbankruptcy Law” Under Section 541(C)(2) Of The Bankruptcy Code, Jay A. Yalowitz

Washington University Law Review

No abstract provided.


Doing The Right Thing, Geoffrey C. Hazard Jr. Jan 1992

Doing The Right Thing, Geoffrey C. Hazard Jr.

Washington University Law Review

At one level, it is easy to describe the ethical standards observed by many lawyers. Quite bluntly, they are terrible. On the other hand, the ethical standards observed by many lawyers are excellent, particularly considering the very difficult and delicate ethical problems with which they must deal. The problem of "bad actors" in the profession is, in my opinion, primarily the weakness of institutions' ability to secure compliance with the profession's official standards. For example, the disciplinary machinery in many jurisdictions has simply been overwhelmed with grievances that cannot be adequately investigated.

However, the focus of the present analysis ...


Civil Rights Procedural Problems, Carl Tobias Jan 1992

Civil Rights Procedural Problems, Carl Tobias

Washington University Law Review

The article initially examines procedural developments that have detrimentally affected civil rights plaintiffs over the last decade and a half. The piece then analyzes the Civil Rights Act of 1991, emphasizing how that measure fails to remedy numerous procedural complications which confront these plaintiffs. Accordingly, the essay affords suggestions for additional change that would respond to the procedural difficulties which remain.


Responsibility Of Investment Bankers To Shareholders, Ted J. Fiflis Jan 1992

Responsibility Of Investment Bankers To Shareholders, Ted J. Fiflis

Washington University Law Review

This Article proposes that investment bankers be held responsible to shareholders. As gatekeepers for corporate control transactions, investment bankers should be liable as delegates of the board, having the same fiduciary duties of care, candor, and loyalty that directors have, as well as a duty of skill.


New Federal Sentencing Guidelines For Organizations Take Effect, Daniel R. Dertke Jan 1992

New Federal Sentencing Guidelines For Organizations Take Effect, Daniel R. Dertke

Washington University Law Review

No abstract provided.


Lessons Of An Outside Director, Murray Weidenbaum Jan 1992

Lessons Of An Outside Director, Murray Weidenbaum

Washington University Law Review

The three sacred cows that will be engaged (let us not say slaughtered) are: (1) the widespread knowledge that leveraged buyouts (LBOs) only benefit a few insider wheeler-dealers (also rejected is the converse belief that all LBOs contribute to a healthier economy); (2) takeovers are uniformly good for shareholders; and (3) investment bankers are the appropriate folks to pass judgment on whether a board should approve a proposed acquisition, merger, or sale.


The Earth Summit: What Went Wrong At Rio?, Geoffrey Palmer Jan 1992

The Earth Summit: What Went Wrong At Rio?, Geoffrey Palmer

Washington University Law Review

No abstract provided.


Unilateral Mistake: The Baseball Card Case, Andrew Kull Jan 1992

Unilateral Mistake: The Baseball Card Case, Andrew Kull

Washington University Law Review

Part I of this Article revisits the traditional account of unilateral mistake, arguing that a "subjective" theory focused on requirements of contract formation still provides the most convincing explanation of the case law and the best rule of decision. Part II suggests that the original limits to relief for unilateral mistake came to be expanded as an unintended consequence of the Holmes/Williston "objective theory" of contract, though the present-day consequences of this development are very far from what either scholar would have approved. Part III examines the alternatives to the traditional conception of unilateral mistake currently advanced by influential ...