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Full-Text Articles in Securities Law
Closing The Auditor Loophole: Towards A More Perfect Work-Product Waiver Doctrine, Evan Mulbry
Closing The Auditor Loophole: Towards A More Perfect Work-Product Waiver Doctrine, Evan Mulbry
Michigan Business & Entrepreneurial Law Review
The Supreme Court created strong protections for the attorney’s thought processes and analysis in Hickman v. Taylor. However, the Court in Arthur Young & Co. created a loophole enabling opposing lawyers to access the lawyer’s thought processes and legal strategies. This loophole was created when the Court allowed discovery of an auditor’s tax workpapers, and lower courts then interpreted this decision to imply that disclosing information to the outside auditor constitutes a waiver of attorney work-product protections. This loophole can be corrected through a Congressional statute that impacts the Federal Rules of Evidence, which would protect communications between outside auditors …
Theories And Solutions On Wolf Pack Activism, Kimberly Goldman
Theories And Solutions On Wolf Pack Activism, Kimberly Goldman
Michigan Business & Entrepreneurial Law Review
Section I will describe the key players involved in wolf pack activism and their conflicting motives, including both the members of wolf packs and those affected by them. Given that not all shareholders have common interests, this will include an analysis of the motives of various types of shareholders and an analysis of how these diverse motives may affect the wealth sustainability of companies. Section II will explain the phenomenon of wolf packs in corporate governance by describing the circumstances that lead to their formation and the various regulations (or lack thereof) pertaining to them. Section III will describe divergent …