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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 e.g., Enron, WorldCom, Tyco, Adelphia, and others-raises an obvious question: why now? What explains the sudden concentration of financial scandals at this moment in time? Much commentary has rounded up the usual suspects and blamed the scandals on a decline in business morality, “infectious greed,” and similar subjective trends that cannot be reliably measured.
Corporate Governance And Economic Efficiency: When Do Institutions Matter?, Ronald J. Gilson
Corporate Governance And Economic Efficiency: When Do Institutions Matter?, Ronald J. Gilson
Faculty Scholarship
Until the 1980s, corporate governance was largely the province of lawyers. It was a world of specific rules – more or less precise statutory requirements governing shareholder meetings, the election of directors, notice requirements and the like – that were essentially unrelated to what corporations actually do. From this perspective, the corporation's productive activity was simply a black box onto which standard governance structures were superimposed with little effect on what took place within. Corporate law was "trivial" or, as Bayless Manning so evocatively portrayed it, simply "great empty corporation statutes – towering skyscrapers of rusted girders internally welded together …