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Full-Text Articles in Law
Special Study On Market Structure, Listing Standards And Corporate Governance, Roberta S. Karmel
Special Study On Market Structure, Listing Standards And Corporate Governance, Roberta S. Karmel
Faculty Scholarship
No abstract provided.
The Gramm-Leach-Bliley Act, Information Privacy, And The Limits Of Default Rules, Edward J. Janger, Paul M. Schwartz
The Gramm-Leach-Bliley Act, Information Privacy, And The Limits Of Default Rules, Edward J. Janger, Paul M. Schwartz
Faculty Scholarship
No abstract provided.
Form Over Substance?: Officer Certification And The Promise Of Enhanced Personal Accountability Under The Sarbanes-Oxley Act, Lisa M. Fairfax
Form Over Substance?: Officer Certification And The Promise Of Enhanced Personal Accountability Under The Sarbanes-Oxley Act, Lisa M. Fairfax
Faculty Scholarship
This article argues that the requirement under the Sarbanes-Oxley Act (the “Act”) that particular officers certify the accuracy of the financial information contained in their company’s periodic reports fails to alter significantly existing standards of liability for officers who signed or approved such reports prior to the Act’s passage. This failure creates cause for concern about the Act’s potential to meet its objectives. Indeed, the certification requirement represents one of the Act’s principal symbols of officer personal accountability. By demonstrating that the requirement may only be symbolic, my article questions whether the Act can impact the behavior of corporate officers, …
Turning Seats Into Shares: Cause And Implications Of Demutualization Of Stock And Futures Exchange, Roberta S. Karmel
Turning Seats Into Shares: Cause And Implications Of Demutualization Of Stock And Futures Exchange, Roberta S. Karmel
Faculty Scholarship
No abstract provided.
The Sarbanes-Oxley Act As Confirmation Of Recent Trends In Director And Officer Fiduciary Obligations, Lisa M. Fairfax
The Sarbanes-Oxley Act As Confirmation Of Recent Trends In Director And Officer Fiduciary Obligations, Lisa M. Fairfax
Faculty Scholarship
This Article argues that, instead of dramatically altering the responsibilities of corporate officers and directors, Sarbanes-Oxley confirms at least some case law and other recent articulations of management’s fiduciary duty. At a minimum, recent allegations regarding corporate misconduct may suggest some degree of confusion on the pat of corporate officers and directors about the manner in which they should comply with their fiduciary duty. By requiring more exacting standards of conduct from these corporate agents, Sarbanes-Oxley may not only clear up that confusion, but also may represent a natural extension of recent pronouncements by Delaware courts, the SEC and other …
Sovereign Bonds And The Collective Will, Lee C. Buchheit, G. Mitu Gulati
Sovereign Bonds And The Collective Will, Lee C. Buchheit, G. Mitu Gulati
Faculty Scholarship
No abstract provided.
Selective Disclosure By Issuers, Its Legality And Ex Ante Harm: Some Observations In Response To Professor Fox, William K.S. Wang
Selective Disclosure By Issuers, Its Legality And Ex Ante Harm: Some Observations In Response To Professor Fox, William K.S. Wang
Faculty Scholarship
No abstract provided.
Muddy Rules For Securitization Transactions, Edward J. Janger
Muddy Rules For Securitization Transactions, Edward J. Janger
Faculty Scholarship
No abstract provided.
From Monopolists To Markets?: A Political Economy Of Issuer Choice In International Securities Regulation, Frederick Tung
From Monopolists To Markets?: A Political Economy Of Issuer Choice In International Securities Regulation, Frederick Tung
Faculty Scholarship
It is ironic that during a time of corporate scandal and regulatory soul searching, one of the most spirited debates among corporate and securities law scholars has focused on reform proposals for international securities regulation that essentially call for corporate self-regulation. Scholars have called for international regulatory competition in securities law, arguing that each issuer of securities should be able to pick its own securities regulatory regime. While these "issuer choice" proponents argue for a diversity of and competition among securities laws of the various nations, their proposals also ironically depend on uniformity - or at least international consensus - …