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Full-Text Articles in Law

The Hidden Costs Of Private Benefits Of Control: Value Shift And Efficiency, Hyun-Chul Lee Aug 2004

The Hidden Costs Of Private Benefits Of Control: Value Shift And Efficiency, Hyun-Chul Lee

Hyun-Chul Lee

This paper relates the two regimes governing control transfer to the adverse impacts that private benefits of control have on IPOs. Merely the value-transfer nature of private benefits alone may stymie efficient IPOs because of the wedge between the discount for private benefits in pricing and what the initial owner will eventually capture. Irrelevance of the value-shift nature to the initial owner’s payoffs serves efficient IPOs. This paper shows separate mechanisms by which the two rules generate such wedge. The Market Rule allows increase in private benefits via control transfer, causing discount with maximum ceiling of private benefits. To offset …


Corporations As Cities: Targeting The Nodes In Overlapping Networks,, Claire Moore Dickerson Apr 2004

Corporations As Cities: Targeting The Nodes In Overlapping Networks,, Claire Moore Dickerson

Claire Moore Dickerson

Conceptualizing corporations as combinations of interrelated networks helps to identify the persons within the institution who are most able to influence change of policy.


Public Company Shareholders Acting As Owners: Three Reforms--Introducing The "Oversight Shareholder" (With E. Fogel & D. Addis), Edward C. Harris Feb 2004

Public Company Shareholders Acting As Owners: Three Reforms--Introducing The "Oversight Shareholder" (With E. Fogel & D. Addis), Edward C. Harris

Edward C. Harris

No abstract provided.


Race, Corporate Law, And Shareholder Value, Thomas W. Joo Jan 2004

Race, Corporate Law, And Shareholder Value, Thomas W. Joo

Thomas W Joo

Racial justice is becoming a taboo subject, which often has to be explained and justified in nominally “race-neutral” terms. The rhetorical strategy of linking diversity to the bottom line is potentially powerful in the current political and cultural climate. But the strategy also has limitations and costs. It is not clear that diversity and improved corporate performance always go hand in hand. Furthermore, as a matter of corporate law doctrine, even strong evidence of a correlation between the two would not necessarily constitute a basis to compel corporations to take any action to further racial justice. Finally, there is a …


Adr And The 'Vanishing Trial': The Growth And Impact Of 'Alternative Dispute Resolution', Thomas J. Stipanowich Dec 2003

Adr And The 'Vanishing Trial': The Growth And Impact Of 'Alternative Dispute Resolution', Thomas J. Stipanowich

Thomas J. Stipanowich

In the past quarter-century, significant changes have occurred in the ways lawyers approach conflict. There have been unprecedented efforts to develop strategies aimed at more efficient, less costly, and more satisfying resolution of conflict, including more extensive and appropriate use of mediation and other “alternative dispute resolution” (ADR) approaches. This study examines what we know and do not know about the growth and impact of ADR in federal and state courts, in the business sector, and in employment and consumer settings. The analysis examines the relationship between ADR and court trial, but also underlines the broader uses of and rationale …


Australia’S Eggleston Principles In Takeover Law: Social And Economic Sense?, Benedict Sheehy Dec 2003

Australia’S Eggleston Principles In Takeover Law: Social And Economic Sense?, Benedict Sheehy

Benedict Sheehy

Australia has yet to give up its distinctive approach to take-over law. Although there has been and continues to be pressure to submit to the US model, this article argues that to do so is not likely to produce the desired effect while giving up something of particular value to Australians.


Rethinking Corporate Federalism In The Era Of Corporate Reform, Renee Jones Dec 2003

Rethinking Corporate Federalism In The Era Of Corporate Reform, Renee Jones

Renee Jones

No abstract provided.