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Articles 1 - 9 of 9
Full-Text Articles in Law
The Case For Applying The Eighth Amendment To Corporations, Elizabeth S. Warren
The Case For Applying The Eighth Amendment To Corporations, Elizabeth S. Warren
Vanderbilt Law Review
ABC Corporation employs fifty drivers and transports various products across state lines. An employee of ABC corporation secretly carries small amounts of illegal drugs in the trailers of the trucks he drives and does so without detection for five years. After law enforcement authorities discover the drug trafficking, the United States files an in rem action under 21 U.S.C. section 881(a)(4), seeking forfeiture of every truck that the guilty driver drove over the past five years and every trailer in which the guilty driver carried drugs. This forfeiture could result in ABC Corporation's losing a third of its trucks and …
A Critique Of The Second Circuit's Analysis Of New York And New Jersey Joint Venture Law In Arditi V. Dubitzky And Sagamore Corp. V. Diamond West Energy Corp, Robert E. Steinbuch
A Critique Of The Second Circuit's Analysis Of New York And New Jersey Joint Venture Law In Arditi V. Dubitzky And Sagamore Corp. V. Diamond West Energy Corp, Robert E. Steinbuch
Faculty Scholarship
No abstract provided.
Directorial Fiduciary Duties In A Tracking Stock Equity Structure: The Need For A Duty Of Fairness, Jeffrey J. Hass
Directorial Fiduciary Duties In A Tracking Stock Equity Structure: The Need For A Duty Of Fairness, Jeffrey J. Hass
Michigan Law Review
Part I of this article briefly describes the key distinctions between a tracking stock corporation and a conventional corporation. It then touches on the reasons why corporations have adopted tracking stock equity structures. Part II articulates the unique legal challenges presented by a tracking stock equity structure. Part III discusses the disclosure that tracking stock corporations have made with respect to these challenges. Part IV briefly summarizes the fiduciary duties of care and loyalty and explores why these duties are ill-equipped to address these challenges. Part V presents the duty of fairness and discusses the duty's elements in detail. In …
Franchising In The Shadow Of Contract Law: A New Fidelity For Business Relations, Richard Haigh
Franchising In The Shadow Of Contract Law: A New Fidelity For Business Relations, Richard Haigh
Dalhousie Law Journal
The institution of franchising has experienced a remarkable growth in North America in recent years. This has provoked a variety of legislative and judicial responses. This article examines the reasons behind the rise of franchising. It proceeds to examine the principal models of statutory regulation of franchise arrangements, and also the range of common law doctrines which courts have brought to bear on disputes arising out of such contracts. The author points out deficiencies in the existing models of franchise regulation and, drawing on legal responses to family disputes, proposes an alternative.
Reflections On Executive Compensation And A Modest Proposal For (Further) Reform, Mark J. Loewenstein
Reflections On Executive Compensation And A Modest Proposal For (Further) Reform, Mark J. Loewenstein
Publications
No abstract provided.
Getting Out Of Business: Tax Costs And Opportunities In Exiting A Closely Held Business, Denise D. J. Roy
Getting Out Of Business: Tax Costs And Opportunities In Exiting A Closely Held Business, Denise D. J. Roy
Faculty Scholarship
The primary purpose of this article is to encourage closely held business owners and their lawyers to consider exit costs, opportunities and strategies when making the initial choice-of-entity decision. A secondary purpose is to provide information about tax consequences and exit strategies useful to owners of businesses that are already up and running, whether in drafting a buy-sell agreement or planning for a specific transaction. Therefore, the article begins by comparing the major tax consequences of exiting the alternative entity types available to closely held businesses for tax purposes--C corporations, S corporations and partnerships. Part II of this article provides …
Public Research And Private Development: Patents And Technology Transfer In Government-Sponsored Research, Rebecca S. Eisenberg
Public Research And Private Development: Patents And Technology Transfer In Government-Sponsored Research, Rebecca S. Eisenberg
Articles
This article revisits the logical and empirical basis for current government patent policy in order to shed light on the competing interests at stake and to begin to assess how the system is operating in practice. Such an inquiry is justified in part by the significance of federally-sponsored research and development to the overall U.S. research effort. Although the share of national expenditures for research and development borne by the federal government has declined since 1980, federal funding in 1995 still accounted for approximately thirty-six percent of total national outlays for research and development' and nearly fifty-eight percent of outlays …
Intellectual Property At The Public-Private Divide: The Case Of Large-Scale Cdna Sequencing, Rebecca S. Eisenberg
Intellectual Property At The Public-Private Divide: The Case Of Large-Scale Cdna Sequencing, Rebecca S. Eisenberg
Articles
The Human Genome Project provides fertile ground for studying the role of intellectual property at the wavering boundary between public and private research science. It involves a major commitment of both public and private research funds in an area that is of significant interest both to research scientists working in university and government laboratories and to commercial firms. It thus provides a wealth of new scientific discoveries that are simultaneously potential candidates for commercial development and inputs into further research. Its obvious implications for human health raise the stakes of getting the balance between private property and public access right, …
Calling Off The Lynch Mob: The Corporate Director's Fiduciary Disclosure Duty, Lawrence Hamermesh
Calling Off The Lynch Mob: The Corporate Director's Fiduciary Disclosure Duty, Lawrence Hamermesh
Lawrence A. Hamermesh
No abstract provided.