Business Commons^™

Theories Of The Employment Relationship: Choosing Between Norms And Contracts, Michael L. Wachter

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In this paper, I analyze three types of labor market relationships that are prevalent in the economy - the external labor market that exists outside of firms, and the union and nonunion employment relationships that exist inside firms. The parties' relationships in each of these markets are markedly different from one another with respect to their use of contracts versus norms, their enforcement mechanisms, and their reliance on external competitive market pressures. Why do these very distinct forms exist? This paper provides an answer to this question. To be successful, each of the structures has to resolve problems of match-specific …

Unilateral Refusals To License In The Us, Herbert J. Hovenkamp, Mark D. Janis, Mark A. Lemley

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Most antitrust claims relating to intellectual property involve challenges to agreements, licensing practices or affirmative conduct involving the use or disposition of the intellectual property rights or the products they cover. But sometimes an antitrust claim centers on an intellectual property owner's refusal to use or license an intellectual property right, perhaps coupled with efforts to enforce the intellectual property right against infringers. The allegation may be that the intellectual property right is so essential to competition that it must be licensed across the board, or that a refusal to license it to one particular party was discriminatory, or that …

How Do Corporations Play Politics? The Fedex Story, Jill E. Fisch

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Corporate political activity has been the subject of federal regulation since 1907, and the restrictions on corporate campaign contributions and other political expenditures continue to increase. Most recently, Congress banned soft money donations in the Bipartisan Campaign Reform Act of 2002 ("BCRA"), a ban upheld by the Supreme Court in McConnell v. FEC. Significantly, although the omnibus BCRA clearly was not directed exclusively at corporations, the Supreme Court began its lengthy opinion in McConnell by referencing and endorsing the efforts of Elihu Root, more than a century ago, to prohibit corporate political contributions. Repeatedly, within the broad context of campaign …

On The Regulation Of Networks As Complex Systems: A Graph Theory Approach, Daniel F. Spulber, Christopher S. Yoo

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The dominant approach to regulating communications networks treats each network component as if it existed in isolation. In so doing, the current approach fails to capture one of the essential characteristics of networks, which is the complex manner in which components interact with one another when combined into an integrated system. In this Essay, Professors Daniel Spulber and Christopher Yoo propose a new regulatory framework based on the discipline of mathematics known as graph theory, which better captures the extent to which networks represent complex systems. They then apply the insights provided by this framework to a number of current …

Institutional Competition To Regulate Corporations: A Comment On Macey, Jill E. Fisch

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No abstract provided.

Corporate Shaming Revisited: An Essay For Bill Klein, David A. Skeel Jr.

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No abstract provided.

The Academic Tournament Over Executive Compensation, William W. Bratton

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No abstract provided.

Welfare, Dialectic, And Mediation In Corporate Law, William W. Bratton

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No abstract provided.

Do Institutions Matter? The Impact Of The Lead Plaintiff Provision Of The Private Securities Litigation Reform Act, Stephen Choi, Jill E. Fisch, A. C. Pritchard

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When Congress enacted the Private Securities Litigation Reform Act in 1995 (“PSLRA”), the Act’s “lead plaintiff” provision was the centerpiece of its efforts to increase investor control over securities fraud class actions. The lead plaintiff provision alters the balance of power between investors and class counsel by creating a presumption that the investor with the largest financial stake in the case will serve as lead plaintiff. The lead plaintiff then chooses class counsel and, at least in theory, negotiates the terms of counsel’s compensation.

Congress’s stated purpose in enacting the lead plaintiff provision was to encourage institutional investors—pension funds, mutual …

Environmental Trade Measures, The Shrimp-Turtle Rulings, And The Ordinary Meaning Of The Text Of The Gatt, Howard F. Chang

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No abstract provided.

Beyond Network Neutrality, Christopher S. Yoo

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In this Article, Professor Yoo takes issue with the emerging scholarly consensus in favor of ""network neutrality,"" which would prohibit network owners from employing proprietary protocols or entering into exclusivity agreements with content providers that would reduce the transparency of the Internet. Economic theory suggests that network neutrality advocates are focusing on the wrong policy problem. Rather than directing attention on the market for Internet content and applications, the segments of the industry that are the most competitive and the most likely to remain that way, communications policy would be better served if the focus were placed on the segment …

The New Dividend Puzzle, William W. Bratton

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No abstract provided.