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Full-Text Articles in Legal History

Finance Theory And Accounting Fraud: Fantastic Futures Versus Conservative Histories, Lawrence A. Cunningham Jan 2005

Finance Theory And Accounting Fraud: Fantastic Futures Versus Conservative Histories, Lawrence A. Cunningham

Boston College Law School Faculty Papers

Intellectual tension between the fields of finance and accounting may help to explain explosion of public company frauds. Finance theory diminishes the relevance of accounting information. Enron exploited this consequence while the SEC bought into it. After widespread frauds were exposed, Congress passed laws that address symptoms of finance's futurism, not disease. Laws essentially prohibit pro forma financial reporting and regulate the selective flow of futuristic information to financial analysts. Untouched is the underlying disease of regulatory mandates requiring extensive disclosure of forward-looking information. Until the 1970s, the SEC prudently prohibited such futuristic disclosure as inherently unreliable; assisted by ...


Facilitating Auditing’S New Early Warning System: Control Disclosure, Auditor Liability And Safe Harbors, Lawrence A. Cunningham Apr 2004

Facilitating Auditing’S New Early Warning System: Control Disclosure, Auditor Liability And Safe Harbors, Lawrence A. Cunningham

Boston College Law School Faculty Papers

This Article considers the interplay between new auditing standards governing audits of internal control over financial reporting and pre-existing legal standards governing auditor liability for audit failure. The interplay produces skewed liability incentives that, if unadjusted, threaten to impair the objective of this new control-audit regime. The regime’s objective is, in part, to provide an early warning to financial statement users when current financial statements are reliable but control weaknesses indicate material risk of a company’s future inability to produce reliable financial statements. To be meaningful, auditor disclosure of material weaknesses and potential effects is necessary. While liability ...


Review Of Industrializing English Law: Entrepreneurship And Business Organization, 1720-1844, James S. Rogers Jul 2000

Review Of Industrializing English Law: Entrepreneurship And Business Organization, 1720-1844, James S. Rogers

Boston College Law School Faculty Papers

No abstract provided.


The Misuse Of Tax Incentives To Align Management-Shareholder Interests, James R. Repetti Jan 1997

The Misuse Of Tax Incentives To Align Management-Shareholder Interests, James R. Repetti

Boston College Law School Faculty Papers

The U.S. tax system contains many provisions which are intended to align management of large publicly traded companies more closely to stockholders. This article shows that many of the tax provisions that have been adopted are of questionable effectiveness because they fail to address the complexities of stockholder-management relations in attempting to motivate management to act in the best interests of stockholders. The article proposes that rather than Congress attempting to identify the best way that it can use the tax system to motivate management, Congress should eliminate tax provisions which subsidize management's inefficiencies in order to encourage ...


An Essay On Horseless Carriages And Paperless Negotiable Instruments: Some Lessons From The Article 8 Revision, James S. Rogers Jan 1995

An Essay On Horseless Carriages And Paperless Negotiable Instruments: Some Lessons From The Article 8 Revision, James S. Rogers

Boston College Law School Faculty Papers

As practices change, so too must the language and concepts that define and describe them. That is the lesson to be drawn from the past few decades’ work on the commercial law of investment securities. Article 8 is the first article of the Uniform Commercial Code to reach a third generation. There is the original version, the 1978 version, and now the 1994 version. The original version was based on the traditional system in which buyers and sellers effected transfer of securities by physical delivery of certificates. The 1978 version added new provisions dealing with “uncertificated securities.” Then the 1994 ...


The Myth Of Negotiability, James S. Rogers Mar 1990

The Myth Of Negotiability, James S. Rogers

Boston College Law School Faculty Papers

No abstract provided.


Through The Looking Glass Of Eminent Domain: Exploring The "Arbitrary And Capricious" Test And Substantive Rationality Review Of Governmental Decisions, Zygmunt J.B. Plater Jan 1989

Through The Looking Glass Of Eminent Domain: Exploring The "Arbitrary And Capricious" Test And Substantive Rationality Review Of Governmental Decisions, Zygmunt J.B. Plater

Boston College Law School Faculty Papers

The day-to-day realities of different systems of government can be discerned in the way they handle, in theory and practice, clashes between the individual and the collective will. The structure of contemporary American democracy is no exception. It is comprised of a variegated assortment of judicial formulae for balancing the interests of the individual and the state, most of these formulae tracing back with differing degrees of directness to textual bases in the first nine amendments to the federal Constitution or their state constitutional equivalents. One of these basic structural balancings, encountered early on by every student of American law ...


Mexican Commercial Law, 1854-1884, Robert C. Means Jan 1979

Mexican Commercial Law, 1854-1884, Robert C. Means

Boston College International and Comparative Law Review

No abstract provided.