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Articles 1 - 13 of 13

Full-Text Articles in Law

Still Square Pegs In Round Holes? A Look At Ancsa Corporations, Corporate Governance, And Indeterminate Form Or Operation Of Legal Entities, Douglas M. Branson Dec 2007

Still Square Pegs In Round Holes? A Look At Ancsa Corporations, Corporate Governance, And Indeterminate Form Or Operation Of Legal Entities, Douglas M. Branson

Alaska Law Review

No abstract provided.


Executive Fraud And Canada's Regulation Of Executive Compensation, Bo James Howell Oct 2007

Executive Fraud And Canada's Regulation Of Executive Compensation, Bo James Howell

University of Miami Inter-American Law Review

No abstract provided.


Financial Accounting And Corporate Behavior, David I. Walker Jun 2007

Financial Accounting And Corporate Behavior, David I. Walker

Washington and Lee Law Review

The power of financial accounting to shape corporate behavior is underappreciated. Advocates of positive accounting theory have argued that even cosmetic changes in reported earnings can affect share value, not because market participants are unable to see through such changes to the underlying fundamentals, but because of implicit or explicit contracts that are based on reported earnings and transaction costs. However, agency theory suggests that accounting choices and corporate responses to accounting standard changes will not necessarily be those that maximize share value. For a number of reasons, including the fact that executive compensation is often tied to reported earnings, …


Rewarding Outside Directors, Assaf Hamdani, Reinier Kraakman Jun 2007

Rewarding Outside Directors, Assaf Hamdani, Reinier Kraakman

Michigan Law Review

While they often rely on the threat of penalties to produce deterrence, legal systems rarely use the promise of rewards. In this Article, we consider the use of rewards to motivate director vigilance. Measures to enhance director liability are commonly perceived to be too costly. We, however demonstrate that properly designed reward regimes could match the behavioral incentives offered by negligence-based liability regimes but with significantly lower costs. We further argue that the market itself cannot implement such a regime in the form of equity compensation for directors. We conclude by providing preliminary sketches of two alternative reward regimes. While …


The Role Of Financial Journalists In Corporate Governance, Michael J. Borden Jan 2007

The Role Of Financial Journalists In Corporate Governance, Michael J. Borden

Fordham Journal of Corporate & Financial Law

No abstract provided.


Director Compliance With Elusive Fiduciary Duties In A Climate Of Corporate Governance Reform, Nadelle Grossman Jan 2007

Director Compliance With Elusive Fiduciary Duties In A Climate Of Corporate Governance Reform, Nadelle Grossman

Fordham Journal of Corporate & Financial Law

No abstract provided.


Valuing The Waiver: The Real Beauty Of Ex Ante Over Ex Post, Robert C. Hockett Jan 2007

Valuing The Waiver: The Real Beauty Of Ex Ante Over Ex Post, Robert C. Hockett

Case Western Reserve Law Review

No abstract provided.


Regulating Multinational Corporations: Towards Principles Of Cross-Border Legal Frameworks In A Globalized World Balancing Rights With Responsibilities, Joseph E. Stiglitz Jan 2007

Regulating Multinational Corporations: Towards Principles Of Cross-Border Legal Frameworks In A Globalized World Balancing Rights With Responsibilities, Joseph E. Stiglitz

American University International Law Review

No abstract provided.


The Incoherence Of American Corporate Governance And The Need For Federal Standards, Timothy De Lizza Jan 2007

The Incoherence Of American Corporate Governance And The Need For Federal Standards, Timothy De Lizza

Fordham Urban Law Journal

This Comment suggests that the U.S. Congress should expand the SEC’s mandate so that it has clear authority to implement corporate governance standards. Part I provides an overview of problems regarding how much executive pay is given, how pay is set, and how it is disclosed. It then highlights regulatory responses to those problems, including how they provide contradictory incentives and result in unpredictability and over-regulation. Part II considers the current scope of the SEC’s mandate, including courts’ and commentators’ difficulty in defining its boundaries. Part II concludes that this difficulty sometimes makes the SEC’s regulatory actions either ineffective or …


Sarbanes-Oxley: The Delaware Perspective, Chief Justice Myron T. Steele Jan 2007

Sarbanes-Oxley: The Delaware Perspective, Chief Justice Myron T. Steele

NYLS Law Review

No abstract provided.


Two Goals For Executive Compensation Reform, Brett H. Mcdonnell Jan 2007

Two Goals For Executive Compensation Reform, Brett H. Mcdonnell

NYLS Law Review

No abstract provided.


What Critiques Of Sarbanes-Oxley Can Teach About Regulation Of Nonprofit Governance, Ellen P. Aprill Jan 2007

What Critiques Of Sarbanes-Oxley Can Teach About Regulation Of Nonprofit Governance, Ellen P. Aprill

Fordham Law Review

No abstract provided.


Mickey, Can You Spare A Dime? Disneywar, Executive Compensation, Corporate Governance, And Business Law Pedagogy, Kenneth M. Rosen Jan 2007

Mickey, Can You Spare A Dime? Disneywar, Executive Compensation, Corporate Governance, And Business Law Pedagogy, Kenneth M. Rosen

Michigan Law Review

American business executives are under fire. Recent, notorious difficulties at companies such as the Enron Corporation brought attention to these individuals. Notwithstanding the conclusion of the trials of some of those top executives, skepticism remains about the inner workings of U.S. corporations and the quality of corporate governance. Drawing special scrutiny from some quarters is the compensation granted to corporate officers and directors. For instance, the timing of certain stock option grants, a key component of some compensation packages, raised ire because of those options' supposed backdating and fortuitous proximity to increases in share prices. Further, some questioned more generally …