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Full-Text Articles in Law

Hail Britannia?: Institutional Investor Behavior Under Limited Regulation, Bernard S. Black, John C. Coffee Jr. Jun 1994

Hail Britannia?: Institutional Investor Behavior Under Limited Regulation, Bernard S. Black, John C. Coffee Jr.

Michigan Law Review

The two authors of this article have been on opposite sides of this debate, but both recognize that no single explanation is complete and that other factors, such as the self-interest of fund managers, the conflicts of interest faced by institutions who want to retain corporate business, cultural forces, collective action problems, and what we can call path dependence- the difficulty of changing the structure and behavior of highly evolved and specialized institutions - have causal roles in explaining shareholder passivity. The central question in research on American corporate governance is how these forces interact to produce the characteristic …


Insider Trading Deterrence Versus Managerial Incentives: A Unified Theory Of Section 16(B), Merritt B. Fox Jun 1994

Insider Trading Deterrence Versus Managerial Incentives: A Unified Theory Of Section 16(B), Merritt B. Fox

Michigan Law Review

Part I of this article assesses the social costs of a crude rule of thumb. Because section 16(b) applies to a given class of paired transactions, it deters both transactions based on inside information and transactions not so based. Each time section 16(b) is stretched to include a class of paired transactions, it deters some additional innocent transactions. This side effect will take the form of officers' and directors' purchasing fewer shares in their own companies and refusing to accept as large a portion of their compensation in a form based on share price. There are strong theoretical and empirical …


A Monument To A Regulatory System, Norman S. Poser May 1994

A Monument To A Regulatory System, Norman S. Poser

Michigan Law Review

A Review of Securities Regulation by Louis Loss and Joel Seligman


Laws Separating Commercial Banking And Securities Activities As An Impediment To Free Trade In Financial Services: A Comparative Study Of Competitiveness In The International Market For Financial Services, Sarah A. Wagman Jan 1994

Laws Separating Commercial Banking And Securities Activities As An Impediment To Free Trade In Financial Services: A Comparative Study Of Competitiveness In The International Market For Financial Services, Sarah A. Wagman

Michigan Journal of International Law

By comparing U.S., Japanese, and European institutions' competitiveness in the international market for financial services, this Note focuses on the possible implications of the Glass-Steagall Act in the international trade context as a means of exploring some of the additional arguments which have emerged in favor of reforming U.S. bank regulation.