Open Access. Powered by Scholars. Published by Universities.®
- Discipline
-
- Banking and Finance Law (3)
- Tax Law (3)
- Taxation-Federal (3)
- Commercial Law (2)
- Law and Society (2)
-
- Administrative Law (1)
- Civil Procedure (1)
- Civil Rights and Discrimination (1)
- Computer Law (1)
- Constitutional Law (1)
- Environmental Law (1)
- Family Law (1)
- First Amendment (1)
- Jurisdiction (1)
- Law and Race (1)
- Legal Ethics and Professional Responsibility (1)
- Supreme Court of the United States (1)
- Taxation-State and Local (1)
- Keyword
-
- Corporate governance (3)
- Corporate law (3)
- Artificial intelligence (1)
- Asset protection (1)
- Bitcoin (1)
-
- Business (1)
- Business cycle (1)
- Climate disclosure rule (1)
- Commercial speech (1)
- Common law regulation (1)
- Compelled speeech (1)
- Corporate Citizenship (1)
- Corporate Law (1)
- Corporate income tax (1)
- Corporate law haven (1)
- Corporate merger (1)
- Corporate responsibility (1)
- Corporate tax (1)
- Corporate tax law (1)
- Diversity (1)
- Diversity Jurisdiction (1)
- Dynamic (1)
- Dynamic self-adjusting corporate tax rate (1)
- ESG (1)
- Empirical (1)
- Equity (1)
- Family Businesses (1)
- Family Law (1)
- Federal reserve (1)
- Finance (1)
Articles 1 - 12 of 12
Full-Text Articles in Business Organizations Law
Racial Targets, Atinuke O. Adediran
Racial Targets, Atinuke O. Adediran
Northwestern University Law Review
It is common scholarly and popular wisdom that racial quotas are illegal. However, the reality is that since 2020’s racial reckoning, many of the largest companies have been touting specific, albeit voluntary, goals to hire or promote people of color, which this Article refers to as “racial targets.” The Article addresses this phenomenon and shows that companies can defend racial targets as distinct from racial quotas, which involve a rigid number or proportion of opportunities reserved exclusively for minority groups. The political implications of the legal defensibility of racial targets are significant in this moment in American history, where race …
The Impossibility Of Corporate Political Ideology: Upholding Sec Climate Disclosures Against Compelled Commercial Speech Challenges, Erin Murphy
Northwestern University Law Review
To address the increasingly dire climate crisis, the SEC will require public companies to reveal their business’s environmental impact to the market through climate disclosures. Businesses and states challenged the required disclosures as compelled, politically motivated speech that risks putting First Amendment doctrine into further jeopardy. In the past five years, the U.S. Supreme Court has demonstrated an increased propensity to hear compelled speech cases and rule in favor of litigants claiming First Amendment protection from disclosing information that they disagree with or believe to be a politically charged topic. Dissenting liberal Justices have decried these practices as “weaponizing the …
Delaware's New Competition, William J. Moon
Delaware's New Competition, William J. Moon
Northwestern University Law Review
According to the standard account in American corporate law, states compete to supply corporate law to American corporations, with Delaware dominating the market. This “competition” metaphor in turn informs some of the most important policy debates in American corporate law.
This Article complicates the standard account, introducing foreign nations as emerging lawmakers that compete with American states in the increasingly globalized market for corporate law. In recent decades, entrepreneurial foreign nations in offshore islands have used permissive corporate governance rules and specialized business courts to attract publicly traded American corporations. Aided in part by a select group of private sector …
Horizontal Directors, Yaron Nili
Horizontal Directors, Yaron Nili
Northwestern University Law Review
Directors wield increasing influence in corporate America, making pivotal decisions regarding corporate affairs and management. A robust literature recognizes directors’ important role and examines their incentives and performance. In particular, scholars have worried that “busy directors”—those who serve on multiple corporate boards—may face time constraints that affect their performance. Little attention, however, has been paid to directors who sit on the boards of multiple companies within the same industry. This Article terms them “horizontal directors” and spotlights, for the first time, the legal and policy issues they raise. The “horizontal” feature of directorships, a term often used in the antitrust …
Corporate Family Law, Allison Anna Tait
Corporate Family Law, Allison Anna Tait
Northwestern University Law Review
There is no such thing as corporate family law. But there are corporate families, and corporate families fight. What happens when corporate family members fight and the conflict is so severe that one or more of the parties wants out of the corporate relationship? Corporate law provides some solutions, but they are shaped by the assumption that all parties will bargain effectively for protections when seeking to exit a corporate relationship. Under this theory, family business is, after all, just business. The problem with this assumption is that corporate family members do not bargain the way that corporate law expects. …
Finding The Pearl In The Oyster: Supercharging Ipos Through Tax Receivable Agreements, Christopher B. Grady
Finding The Pearl In The Oyster: Supercharging Ipos Through Tax Receivable Agreements, Christopher B. Grady
Northwestern University Law Review
A new, “supercharged” form of IPO has slowly developed over the last twenty years. This new form of IPO takes advantage of several seemingly unrelated provisions of the tax code to multiply pre-IPO owners’ proceeds from a public offering without reducing the amount public investors are willing to pay for the stock. Supercharged IPOs use a tax receivable agreement to transfer tax assets created by the IPO back to the pre-IPO ownership, “monetizing” the tax assets. As these structures have become more efficient, commentators have expressed concerns that these agreements deceive shareholders who either ignore or do not understand the …
Digging Up The Corp(Ses): Holston Investments V. Lanlogistics Corp. And The Continuing Struggle To Determine The Citizenship Of Dissolved And Inactive Corporations For The Purposes Of Diversity Jurisdiction, Nicholas W. Roosevelt
Digging Up The Corp(Ses): Holston Investments V. Lanlogistics Corp. And The Continuing Struggle To Determine The Citizenship Of Dissolved And Inactive Corporations For The Purposes Of Diversity Jurisdiction, Nicholas W. Roosevelt
Northwestern University Law Review
Since the early 1990s, the U.S. Circuit Courts of Appeals have been divided on how to determine the citizenship of dissolved or inactive corporations for the purposes of diversity jurisdiction. By the beginning of the twenty-first century, courts of appeals addressing the issue had settled on one of three conclusions: (1) citizenship should be determined only by the corporation’s state of incorporation; (2) citizenship should be determined both by the corporation’s state of incorporation and its last principal place of business; or (3) citizenship should always be determined by the corporation’s state of incorporation, but only be determined by principal …
Tax-Free Reorganizations: The Evolution And Revolution Of Triangular Mergers, Stephanie Hoffer, Dale A. Oesterle
Tax-Free Reorganizations: The Evolution And Revolution Of Triangular Mergers, Stephanie Hoffer, Dale A. Oesterle
Northwestern University Law Review
No abstract provided.
A Corporate Tax For The Next One Hundred Years: A Proposal For A Dynamic, Self-Adjusting Corporate Tax Rate, Adam H. Rosenzweig
A Corporate Tax For The Next One Hundred Years: A Proposal For A Dynamic, Self-Adjusting Corporate Tax Rate, Adam H. Rosenzweig
Northwestern University Law Review
No abstract provided.
Who Gets The Jewels When A Law Firm Dissolves? The Unfinished Business Doctrine And Hourly Matters, Peter W. Rogers
Who Gets The Jewels When A Law Firm Dissolves? The Unfinished Business Doctrine And Hourly Matters, Peter W. Rogers
Northwestern University Law Review
No abstract provided.
Of Bitcoins, Independently Wealthy Software, And The Zero-Member Llc, Shawn Bayern
Of Bitcoins, Independently Wealthy Software, And The Zero-Member Llc, Shawn Bayern
Northwestern University Law Review
No abstract provided.
Shareholders On Shaky Ground: Section 271'S Remaining Loophole, Alex Righi
Shareholders On Shaky Ground: Section 271'S Remaining Loophole, Alex Righi
Northwestern University Law Review
No abstract provided.