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Articles 1 - 12 of 12

Full-Text Articles in Securities Law

Limited Liability Companies In The Decade Of The 1990'S. Legislative And Case Law Developments And Their Implications For The Future, Charles W. Murdock May 2013

Limited Liability Companies In The Decade Of The 1990'S. Legislative And Case Law Developments And Their Implications For The Future, Charles W. Murdock

Charles W. Murdock

No abstract provided.


Liquid Assets: A Coasian Economic Analysis Of Oregon's Allocation Of Conserved Water Program, Richard A. Grisel Apr 2013

Liquid Assets: A Coasian Economic Analysis Of Oregon's Allocation Of Conserved Water Program, Richard A. Grisel

Richard A Grisel

Diversions for residential, agricultural, recreational, commercial, industrial, and other beneficial uses have had the effect of removing water from rivers and tributaries throughout the western U.S. Another, more recent, competing use is ecological, demonstrated by the legal recognition of instream beneficial uses in some jurisdictions. As awareness of the progressively acute need for reallocation has increased in the arid West, so has interest in water markets and other mechanisms to facilitate transfers across beneficial uses. However, governments and water users face a legacy prior appropriation system that prohibits instream beneficial uses, encourages maximal diversion, stifles water right fungibility, and generally …


Dodd-Frank’S Confict Minerals Rule: The Tin Ear Of Government-Business Regulation, Henry Lowenstein Mar 2013

Dodd-Frank’S Confict Minerals Rule: The Tin Ear Of Government-Business Regulation, Henry Lowenstein

Henry Lowenstein

This paper examines an unusual provision included in the Dodd-Frank Wall Street Reform and Consumer Protection Act (2010), Section 1502 known as the Conflict Minerals Rule. This provision, having nothing to do with the subject matter of the act itself, attempts to place a chilling effect on the trade of four identified minerals from the Democratic Republic of Congo. The provision and its subsequent rule, surprisingly delegated to the U.S. Securities and Exchange Commission (an agency lacking subject matter expertise in minrals) presents a case and object lession of almost every cost, procedural and legal error that can take place …


The Case Beyond Time, Lyman P.Q. Johnson, David K. Millon Jan 2013

The Case Beyond Time, Lyman P.Q. Johnson, David K. Millon

David K. Millon

The Delaware Supreme Court's opinion in Paramount Communications, Inc. v. Time, Inc.' treats several important questions that arise in connection with hostile corporate takeovers. At the same time, it leaves three critical issues unanswered. In this article, we first briefly describe what the Time decision did, comparing Chancellor William Allen's somewhat discursive Chancery Court opinion with the more peremptory ruling of the Supreme Court. Next, we identify three unarticulated but potentially far-reaching implications of both the Supreme Court's and Chancellor Allen's reasoning that threaten to destabilize seemingly settled doctrine governing the conduct of target company management.


Re-Enchanting The Corporation, Lyman P.Q. Johnson Jan 2013

Re-Enchanting The Corporation, Lyman P.Q. Johnson

Lyman P. Q. Johnson

No abstract provided.


The Case Beyond Time, Lyman P.Q. Johnson, David K. Millon Jan 2013

The Case Beyond Time, Lyman P.Q. Johnson, David K. Millon

Lyman P. Q. Johnson

The Delaware Supreme Court's opinion in Paramount Communications, Inc. v. Time, Inc.' treats several important questions that arise in connection with hostile corporate takeovers. At the same time, it leaves three critical issues unanswered. In this article, we first briefly describe what the Time decision did, comparing Chancellor William Allen's somewhat discursive Chancery Court opinion with the more peremptory ruling of the Supreme Court. Next, we identify three unarticulated but potentially far-reaching implications of both the Supreme Court's and Chancellor Allen's reasoning that threaten to destabilize seemingly settled doctrine governing the conduct of target company management.


Gender And Securities Law In The Supreme Court, Lyman P.Q. Johnson, Michelle Harner, Jason A. Cantone Jan 2013

Gender And Securities Law In The Supreme Court, Lyman P.Q. Johnson, Michelle Harner, Jason A. Cantone

Lyman P. Q. Johnson

The 2010 appointment of Elena Kagan to the United States Supreme Court meant that, for the first time, three female justices would serve together on that court. Less clear is whether Justice Kagan’s gender will really matter in how she votes as a justice. This question is an especially visible aspect of a larger issue: do female judges display gendered voting patterns in the cases that come before them? This article makes a novel contribution to the growing literature on female voting patterns. We investigated whether female justices on the United States Supreme Court voted differently than, or otherwise influenced, …


Recalling Why Corporate Officers Are Fiduciaries, Lyman P.Q. Johnson, David Millon Jan 2013

Recalling Why Corporate Officers Are Fiduciaries, Lyman P.Q. Johnson, David Millon

Lyman P. Q. Johnson

No abstract provided.


Corporate Governance Reform In A Time Of Crisis, Christopher M. Bruner Jan 2013

Corporate Governance Reform In A Time Of Crisis, Christopher M. Bruner

Christopher M. Bruner

In this article I argue that crisis-driven corporate governance reform efforts in the United States and the United Kingdom that aim to empower shareholders are misguided, and offer an explanation of why policymakers in each country have reacted to the financial crisis as they have. I first discuss the risk incentives of shareholders and managers in financial firms, and examine how excessive leverage and risk-taking in pursuit of short-term returns for shareholders led to the crisis. I then describe the far greater power and centrality that U.K. shareholders have historically possessed relative to their U.S. counterparts, and explore historical and …


Resurrecting Deference To The Securities And Exchange Commission: Mark Cuban And Trading On Inside Information, Steven J. Cleveland Dec 2012

Resurrecting Deference To The Securities And Exchange Commission: Mark Cuban And Trading On Inside Information, Steven J. Cleveland

Steven J. Cleveland

No abstract provided.


Vistas Of Finance, Tom C. W. Lin Dec 2012

Vistas Of Finance, Tom C. W. Lin

Tom C. W. Lin

Finance is undergoing a fundamental and technological shift. In the years ahead, there will inevitably be new financial characters and new financial cliffhangers. In this reply to the response of Professor Stephen Bainbridge to my article, 'The New Investor', I offer commentary on one particular new financial character, then on the general trope of cliffhangers as they relate to financial regulation.


Capitalización De Intereses Y Cierre De La Cuenta Corriente Bancaria, Martin Paolantonio Dec 2012

Capitalización De Intereses Y Cierre De La Cuenta Corriente Bancaria, Martin Paolantonio

Martin Paolantonio

Se analiza la cuestión a propósito de un caso que llegó incluso a la Corte Suprema de Justicia de la Nación. Esencialmente, el tema pasa por la interpretación de la norma que autoriza la capitalización de intereses, sin una referencia expresa a su vigencia luego del cierre de la cuenta corriente bancaria.