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Articles 91 - 113 of 113
Full-Text Articles in Entire DC Network
Daedalean Tinkering, Sean J. Griffith
Daedalean Tinkering, Sean J. Griffith
Faculty Scholarship
This Review describes David Skeel's account of corporate scandal and evaluates his policy recommendations in his recent book, Icarus in the Boardroom. It argues that although the book provides a compelling history of corporate scandal, its focus on federal responses to scandal--from the enactment of the Interstate Commerce Act to the Sarbanes-Oxley Act--misses an important part of the story. As corporate law scholars have long pointed out, corporations exist within a network of constraints, based in part on law and in part on markets, norms, and other non-legal sanctions. Because it omits any sustained discussion of the reaction of these …
Historical Roots Of Regional Sentencing Variation, The Symposium, Ian Weinstein
Historical Roots Of Regional Sentencing Variation, The Symposium, Ian Weinstein
Faculty Scholarship
I am a law professor and a criminal defense lawyer, not a historian. It is with some trepidation that I stand before you to suggest that our very persistent regional sentencing variations have roots in the political struggles of Reformation England and the cultures of the subgroups that populated the first American colonies. I rely upon others for the historical proof, as you will see, but I think I do have standing to argue to you that we should consider whether or not there is room, even in federal sentencing, to account for deeply embedded regional variations in our basic …
Going-Private Decisions And The Sarbanes-Oxley Act Of 2002: A Cross-Country Analysis, Ehud Kamar, Pinar Karaca-Mandic, Eric L. Talley
Going-Private Decisions And The Sarbanes-Oxley Act Of 2002: A Cross-Country Analysis, Ehud Kamar, Pinar Karaca-Mandic, Eric L. Talley
Faculty Scholarship
This article investigates whether the passage and the implementation of the Sarbanes-Oxley Act of 2002 (SOX) drove firms out of the public capital market. To control for other factors affecting exit decisions, we examine the post-SOX change in the propensity of public American targets to be bought by private acquirers rather than public ones with the corresponding change for foreign targets, which were outside the purview of SOX. Our findings are consistent with the hypothesis that SOX induced small firms to exit the public capital market during the year following its enactment. In contrast, SOX appears to have had little …
Should A Duty To The Corporation Be Imposed On Institutional Shareholders?, Roberta S. Karmel
Should A Duty To The Corporation Be Imposed On Institutional Shareholders?, Roberta S. Karmel
Faculty Scholarship
No abstract provided.
The Securities And Exchange Commission Goes Abroad To Regulate Corporate Governance, Roberta S. Karmel
The Securities And Exchange Commission Goes Abroad To Regulate Corporate Governance, Roberta S. Karmel
Faculty Scholarship
No abstract provided.
The Securities And Exchange Commission Goes Abroad To Regulate Corporate Governance, Roberta S. Karmel
The Securities And Exchange Commission Goes Abroad To Regulate Corporate Governance, Roberta S. Karmel
Faculty Scholarship
No abstract provided.
Enron.Org: Why Sarbanes-Oxley Will Not Ensure Comprehensive Nonprofit Accountability, Dana Brakman Reiser
Enron.Org: Why Sarbanes-Oxley Will Not Ensure Comprehensive Nonprofit Accountability, Dana Brakman Reiser
Faculty Scholarship
No abstract provided.
What Caused Enron? A Capsule Social And Economic History Of The 1990s, John C. Coffee Jr.
What Caused Enron? A Capsule Social And Economic History Of The 1990s, John C. Coffee Jr.
Faculty Scholarship
The sudden explosion of corporate accounting scandals and related financial irregularities that burst over the financial markets between late 2001 and the first half of 2002 – Enron, WorldCom, Tyco, Adelphia and others – raises an obvious question: Why now? What explains the concentration of financial scandals at this moment in time? Much commentary has rounded up the usual suspects and placed the blame on a decline in business morality, an increase in "infectious greed," or other similarly subjective trends that cannot be reliably measured. Although none of these possibilities can be dismissed out of hand, approaches that simply reason …
A New Player In The Boardroom: The Emergence Of The Independent Directors' Counsel, Geoffrey C. Hazard Jr., Edward B. Rock
A New Player In The Boardroom: The Emergence Of The Independent Directors' Counsel, Geoffrey C. Hazard Jr., Edward B. Rock
Faculty Scholarship
No abstract provided.
The Attorney As Gatekeeper: An Agenda For The Sec, John C. Coffee Jr.
The Attorney As Gatekeeper: An Agenda For The Sec, John C. Coffee Jr.
Faculty Scholarship
Section 307 of the Sarbanes-Oxley Act authorizes the SEC to prescribe "minimum standards of professional conduct" for attorneys "appearing or practicing" before it. Although the initial debate has focused on issues of confidentiality, this terse statutory provision frames and seemingly federalizes a much larger question: What is the role of the corporate attorney in public securities transactions? Is the attorney's role that of (a) an advocate, (b) a transaction cost engineer, or, more broadly, (c) a gatekeeper – that is, a reputational intermediary with some responsibility to monitor the accuracy of corporate disclosures? Skeptics of any gatekeeper role for attorneys …
When Code Isn't Law, Tim Wu
When Code Isn't Law, Tim Wu
Faculty Scholarship
When the Supreme Court upheld extended copyright terms in Eldred v. Ascroft, many Internet activists called for renewed political action in the form of appeals to Congress or even a campaign to amend the Constitution. But others suggested a very different course: They argued that it would be wiser to forgo institutions controlled by the powers of the past, and to return instead to the keyboard to write the next generation of "lawbusting" code. In the words of one observer, "tech people are probably better off spending their energy writing code than being part of the political process" because …
The Acquiescent Gatekeeper: Reputational Intermediaries, Auditor Independence And The Governance Of Accounting, John C. Coffee Jr.
The Acquiescent Gatekeeper: Reputational Intermediaries, Auditor Independence And The Governance Of Accounting, John C. Coffee Jr.
Faculty Scholarship
The role of "gatekeepers" as reputational intermediaries who can be more easily deterred than the principals they serve has been developed in theory, but less often examined in practice. Initially, this article seeks to define the conditions under which gatekeeper liability is likely to work – and, correspondingly, the conditions under which it is more likely to fail. Then, after reviewing the recent empirical literature on earnings management, it concludes that the independent auditor does not today satisfy the conditions under which gatekeeper liability should produce high law compliance. A variety of explanations – poor observability, implicit collusion, and high …
Bankruptcy Reform And The Elderly: The Effect Of Means-Testing On Older Debtors, Robyn L Meadows
Bankruptcy Reform And The Elderly: The Effect Of Means-Testing On Older Debtors, Robyn L Meadows
Faculty Scholarship
No abstract provided.
So Much For Savages: Navajo 1, Government 0 In Final Moments Of Play, Eben Moglen
So Much For Savages: Navajo 1, Government 0 In Final Moments Of Play, Eben Moglen
Faculty Scholarship
Dame i gospodo, uvaˇzene kolege, poˇcastvovan sam vaˇsim pozivom da prisustvujem ovom znaˇcajnom skupu. Danas ´cu govoriti o ograniˇcenjina baziranim na ustavnim pravima regulacije naˇse komunikacije, od strane vlade, a u interesu signorsti. Ali na kraju, kao ˇsto ´cete i vi sami shvatiti nemo puno toga da se kaˇze, samo na osnovu toga ˇsto je na´cin komunikacije nov. Pre svega treba se reˇsiti pitanje jezika. After all, every act of linguistic communication occurs in a social context. And the single most important choice that we make when we communicate with one another is the choice of the language in which …
The Contribution Of The Fund Profile To Investor Education, James A. Fanto
The Contribution Of The Fund Profile To Investor Education, James A. Fanto
Faculty Scholarship
No abstract provided.
The Case Against Secret Settlements (Or, What You Don't Know Can Hurt You), Richard Zitrin
The Case Against Secret Settlements (Or, What You Don't Know Can Hurt You), Richard Zitrin
Faculty Scholarship
No abstract provided.
Contesting Government's Financial Interest In Drug Cases, Eric D. Blumenson, Eva Nilsen
Contesting Government's Financial Interest In Drug Cases, Eric D. Blumenson, Eva Nilsen
Faculty Scholarship
In 1984, the civil asset forfeiture law was amended to allow the U.S. Department of Justice (DOJ) and state law enforcement agencies to retain many of the "drug-related assets" they seize for their own law enforcement purposes. Under this amendment, some local law enforcement agencies have managed to double or triple their appropriated budgets by targeting such assets. As former Attorney General Richard Thornburgh has noted, "it's now possible for a drug dealer to serve time in a forfeiture-financed prison after being arrested by agents driving a forfeiture-provided automobile while working in a forfeiture-funded sting operation." The American people, however, …
We're All Capitalist Now: The Importance, Nature, Provision And Regulation Of Investor Education, James A. Fanto
We're All Capitalist Now: The Importance, Nature, Provision And Regulation Of Investor Education, James A. Fanto
Faculty Scholarship
No abstract provided.
The Client Fraud Problem As A Justinian Quartet: An Extended Analysis, Geoffrey C. Hazard Jr.
The Client Fraud Problem As A Justinian Quartet: An Extended Analysis, Geoffrey C. Hazard Jr.
Faculty Scholarship
No abstract provided.
The Client Fraud Problem A Justinian Quartet, Geoffrey C. Hazard, Jr.
The Client Fraud Problem A Justinian Quartet, Geoffrey C. Hazard, Jr.
Faculty Scholarship
No abstract provided.
Symposium On Securities Law Enforcement Priorities, Roberta S. Karmel
Symposium On Securities Law Enforcement Priorities, Roberta S. Karmel
Faculty Scholarship
No abstract provided.
Seton Hall University School Of Law Legislative Bureau Symposium On Securities Law Enforcement Priorities, Roberta S. Karmel
Seton Hall University School Of Law Legislative Bureau Symposium On Securities Law Enforcement Priorities, Roberta S. Karmel
Faculty Scholarship
No abstract provided.
Lawyer Liability In Third Party Situations: The Meaning Of The Kaye Scholer Case, Geoffrey C. Hazard Jr.
Lawyer Liability In Third Party Situations: The Meaning Of The Kaye Scholer Case, Geoffrey C. Hazard Jr.
Faculty Scholarship
No abstract provided.