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Articles 1 - 18 of 18

Full-Text Articles in Legal History

The English East India Company And The Modern Corporation: Legacies, Lessons, And Limitations, Philip J. Stern Mar 2016

The English East India Company And The Modern Corporation: Legacies, Lessons, And Limitations, Philip J. Stern

Seattle University Law Review

The English East India Company was first chartered in 1600, endured until the late nineteenth century, and, in a clever act of corporate resurrection, has even recently returned as a global, upmarket retail outlet selling fine foods and commemorative coins. It has also endured in the popular imagination and culture, churning out heroes and villains alike in film, television, and video games. The script writer for a forthcoming BBC miniseries, in which the East India Company stars as the prime antagonist, even noted recently that the Company was like “the CIA, the NSA, and the biggest, baddest multinational corporation on ...


What Is A Corporation? Liberal, Confucion, And Socialist Theories Of Enterprise Organization (And State, Family, And Personhood), Teemu Ruskola Mar 2014

What Is A Corporation? Liberal, Confucion, And Socialist Theories Of Enterprise Organization (And State, Family, And Personhood), Teemu Ruskola

Seattle University Law Review

What is a corporation? An easy, but not very informative, answer is that it is a legal person. More substantive answers suggest it is a moral person, a person/thing, a production team, a nexus of private agreements, a city, a semi-sovereign, or a (secular) God. Despite the economic, political, and social importance of the corporate form, we do not have a generally accepted legal theory of what a corporation is, apart from the law’s questionable assertion that it is a “person.” In this Article, the author places the idea, and law, of the corporation in a comparative context ...


Unconscionability And Consent In Corporate Law (A Comment On Cunningham), Kent Greenfield Jan 2012

Unconscionability And Consent In Corporate Law (A Comment On Cunningham), Kent Greenfield

Kent Greenfield

Lawrence Cunningham has written an insightful and persuasive article calling on courts to apply the contract-law doctrine of unconscionability in evaluating executive compensation. According to Cunningham, this additional doctrinal tool will allow courts to engage in genuine and meaningful oversight of excessive compensation. He argues that such oversight is valuable because existing corporate-law doctrine too often prompts courts to defer too much and too often to management’s decisions. Cunningham’s argument is modest yet impactful. It is modest in that it simply proposes that courts take account of a well-established area of contract law to analyze and evaluate the ...


The Corporation As Imperfect Society, Brian M. Mccall Dec 2010

The Corporation As Imperfect Society, Brian M. Mccall

Brian M McCall

Corporations are ubiquitous in modern society. They pervade every aspect of our life, consumer, professional, investment activity. Probably, people have more contact with corporations on a daily basis than any other institution, including government. From the South Sea Bubble to the Stock market Crash of 1929 to Enron to General Motors and Countrywide Mortgage, corporate scandals and controversies invite fundamental questions about corporate law. This article attempts to bring a fresh perspective to the question: “what is a corporation and how should the law treat it?” The article articulates a corporate metaphysics rooted in political philosophy. The dominant models of ...


Financing Innovation: Infrastructure Development In New Haven, 1750-1850, Thomas P. Schmidt Dec 2010

Financing Innovation: Infrastructure Development In New Haven, 1750-1850, Thomas P. Schmidt

Student Legal History Papers

The nineteenth century was a time of astonishing change in technologies of transportation. When the Constitution was ratified, to travel from New Haven to Hartford would require an arduous and uncertain trip on a rough road that could span more than a day. At the start of the twentieth century, railroads conveyed thousands of people daily along that route in a few hours, and the first automobiles were motoring over roads. The great progress in infrastructure development radically transformed the commercial, physical, and cultural landscape of America.

This transformation required great mobilizations of capital and human labor, which, in turn ...


The Origins And Costs Of Short-Term Management, Kent Greenfield May 2009

The Origins And Costs Of Short-Term Management, Kent Greenfield

Kent Greenfield

Why is a fixation on the short term a problem for American businesses? One might hasten to answer that management is compensated for short-term successes. Another answer might be that some investors—particularly professional investors—value only the short term and manipulate the market in a particular stock so they can profit on the movement. These answers undoubtedly are part of the answer. But a puzzle remains: why does the market not punish such short-termism? This essay will present a possible answer.


Defending Stakeholder Governance, Kent Greenfield Dec 2007

Defending Stakeholder Governance, Kent Greenfield

Kent Greenfield

Corporations are collective enterprises, drawing on investments from various stakeholders who contribute to the firm's success. For a business to succeed over time, it must induce people and institutions to invest money, whether in the form of equity or loans. It must induce people to invest their labor, intelligence, skill, and attention by joining the firm as employees or managers. It must induce local communities to invest infrastructure of various kinds. None of these investors-for investors they all are-contributes its input out of altruism or obligation. They all do so because they believe that the corporation provides the mechanism ...


A New Era For Corporate Law: Using Corporate Governance Law To Benefit All Stakeholders, Kent Greenfield Oct 2007

A New Era For Corporate Law: Using Corporate Governance Law To Benefit All Stakeholders, Kent Greenfield

Kent Greenfield

No abstract provided.


New Principles For Company Law, Kent Greenfield Jul 2007

New Principles For Company Law, Kent Greenfield

Boston College Law School Faculty Papers

No abstract provided.


New Principles For Company Law, Kent Greenfield Jun 2007

New Principles For Company Law, Kent Greenfield

Kent Greenfield

No abstract provided.


It's Time To Federalize Corporate Charters, Kent Greenfield Jun 2002

It's Time To Federalize Corporate Charters, Kent Greenfield

Kent Greenfield

No abstract provided.


September 11 And The End Of History For Corporate Law, Kent Greenfield May 2002

September 11 And The End Of History For Corporate Law, Kent Greenfield

Kent Greenfield

Using the tragic events of September 11th as case study; this Essay critiques a prominent, recent article that suggests the ideology of shareholder primacy has become so dominant that the "end of history" is at hand for corporate law. The author suggests that a dedication to shareholder primacy helped create the context in which the events of September 11th could occur, by making the airlines less attentive to security concerns that did not affect the airline companies' stock prices. Shareholder primacy makes corporations more likely to externalize the costs of the firms' decisions onto constituencies other than shareholders, and such ...


Ultra Vires Lives! A Stakeholder Analysis Of Corporate Illegality (With Notes On How Corporate Law Could Reinforce International Law Norms), Kent Greenfield Oct 2001

Ultra Vires Lives! A Stakeholder Analysis Of Corporate Illegality (With Notes On How Corporate Law Could Reinforce International Law Norms), Kent Greenfield

Kent Greenfield

This paper argues that a remaining vestige of the ultra vires doctrine sets off illegal activities as "beyond the power" of corporations. Though largely unnoticed and unexamined until now, this part of the doctrine has been retained because none of the important corporate stakeholders has an interest in authorizing the corporation and its managers to commit illegal acts. From an ex ante perspective, the principal stakeholders in the corporate contract would want the corporation and its management to forego illegalities as a way to increase the value of the firm. Any of the stakeholders would be a potential victim of ...


There's A Forest In Those Trees: Teaching About The Role Of Corporations In Society, Kent Greenfield Dec 1999

There's A Forest In Those Trees: Teaching About The Role Of Corporations In Society, Kent Greenfield

Kent Greenfield

This paper was prepared for the University of Georgia School of Law Conference on Teaching Corporate Law, October 16, 1999. The paper argues that the basic corporate law course should focus much more on the questions surrounding the role of the corporation in society. In the typical corporate law course, little attention is given to the broad question of the position of the corporation within society at large or the narrower question of the relationship between the corporation and workers. The lack of consideration of these issues is odd indeed, since corporate law (like all law) is understandable only within ...


An Inquiry Into The Efficiency Of The Limited Liability Company: Of Theory Of The Firm And Regulatory Competition, William W. Bratton, Joseph A. Mccahery Jan 1997

An Inquiry Into The Efficiency Of The Limited Liability Company: Of Theory Of The Firm And Regulatory Competition, William W. Bratton, Joseph A. Mccahery

Faculty Scholarship at Penn Law

No abstract provided.


From Rights To Regulation In Corporate Law, Kent Greenfield Dec 1996

From Rights To Regulation In Corporate Law, Kent Greenfield

Kent Greenfield

No abstract provided.


The New Economic Theory Of The Firm: Critical Perspectives From History, William W. Bratton Jul 1989

The New Economic Theory Of The Firm: Critical Perspectives From History, William W. Bratton

Faculty Scholarship at Penn Law

No abstract provided.


Corporate Debt Relationships: Legal Theory In A Time Of Restructuring, William W. Bratton Jan 1989

Corporate Debt Relationships: Legal Theory In A Time Of Restructuring, William W. Bratton

Faculty Scholarship at Penn Law

No abstract provided.