Law Commons^™

The Model Business Corporation Act And Corporate Governance: An Enabling Statute Moves Toward Normative Standards, John Olson, Aaron Briggs

John Olson

No abstract provided.

Exculpatory Liabilities And Partnership Nonrecourse Allocations, Karen C. Burke

Karen Burke

The rise of limited liability companies (LLCs) classified as partnerships for federal income tax purposes challenges traditional assumptions concerning the treatment of recourse and nonrecourse liabilities under Subchapter K. The complex rules of sections 704(b) and 752 give little attention to liabilities that are recourse to the entity under section 1001 but for which no member bears the economic risk of loss under section 752. In comparison to traditional general or limited partnerships, however, LLCs are much more likely to incur such "exculpatory" liabilities because of the limited liability shield under state law. Although exculpatory liabilities are functionally quite similar …

Fragmentation Of International Law In The Case Of Yugoslav Succession: Reimbursement Of “Old” Foreign-Currency Bank Deposits, Janja Hojnik

Janja Hojnik

The article explores the central, yet to be resolved succession issue of the former SFRY - the liability of successor States for the outstanding “old” foreign-currency deposits. Following the collapse of the SFRY, numerous depositors lost access to their foreign currency bank deposits. Although the successor States reimbursed some categories of depositors, several hundred thousands of them remained uncompensated. 25 years after the collapse of the SFRY and following the ECtHR pilot judgment in Ališić (2014), the solution to the issue finally seems to be in sight. It is claimed that by establishing a direct legal obligation of Slovenia …

Exculpatory Liabilities And Partnership Nonrecourse Allocations, Karen C. Burke

Karen Burke

The rise of limited liability companies (LLCs) classified as partnerships for federal income tax purposes challenges traditional assumptions concerning the treatment of recourse and nonrecourse liabilities under Subchapter K. The complex rules of sections 704(b) and 752 give little attention to liabilities that are recourse to the entity under section 1001 but for which no member bears the economic risk of loss under section 752. In comparison to traditional general or limited partnerships, however, LLCs are much more likely to incur such "exculpatory" liabilities because of the limited liability shield under state law. Although exculpatory liabilities are functionally quite similar …

Property Rules And Liability Rules: The Cathedral In Another Light, James Krier, Stewart Schwab

Stewart J Schwab

Ronald Coase's essay on "The Problem of Social Cost" introduced the world to transaction costs, and the introduction laid the foundation for an ongoing cottage industry in law and economics. And of all the law-and-economics scholarship built on Coase's insights, perhaps the most widely known and influential contribution has been Calabresi and Melamed's discussion of what they called "property rules" and "liability rules."' Those rules and the methodology behind them are our subjects here. We have a number of objectives, the most basic of which is to provide a much needed primer for those students, scholars, and lawyers who are …

The Cathedral' At Twenty-Five: Citations And Impressions, James Krier, Stewart Schwab

Stewart J Schwab

It was twenty-five years ago that Guido Calabresi and Douglas Melamed published their article on property rules, liability rules, and inalienability' Calabresi, then a law professor, later a dean, is now a federal judge. Melamed, formerly a student of Calabresi's, is now a seasoned Washington attorney. Their article-which, thanks to its subtitle, we shall call The Cathedral-has had a remarkable influence on our own thinking, as we tried to show in a recent paper2 This is not the place to rehash what we said then, but a summary might be in order. First, we demonstrated that the conventional wisdom about …

Avoiding The Pitfalls: Advertising In A Competitive Market, Francina Cantatore

Francina Cantatore

The consumer credit industry is a competitive market which is facing challenging times in view of more stringent regulation in recent times. Advertising is an essential ingredient in generating business in this environment, thus an awareness of acceptable advertising parameters is important for credit providers. Not only do organisations face civil and criminal sanctions for transgressions of the legislation, but directors and managers may be personally liable for misleading or deceptive advertising. This paper deals with a discussion of advertising legislation and current developments; advertising interest rates and requirements for comparison rates; false or misleading advertising and ASIC Guidelines; including …

Submission To The Select Committee On The Recent Allegations Relating To Conditions And Circumstances At The Regional Processing Centre In Nauru, Azadeh Dastyari

Azadeh Dastyari

No abstract provided.

The Role Of Fault In Contract Law: Unconscionability, Unexpected Circumstances, Interpretation, Mistake, And Nonperformance, Melvin Aron Eisenberg

Melvin A. Eisenberg

It is often asserted that contract law is based on strict liability, not fault. This assertion is incorrect. Fault is a basic building block of contract law, and pervades the field. Some areas of contract law, such as unconscionability, are largely fault based. Other areas, such as interpretation, include sectors that are fault based in significant part. Still other areas, such as liability for nonperformance, superficially appear to rest on strict liability, but actually rest in significant part on the fault of breaking a promise without sufficient excuse. Contract law discriminates between two types of fault: the violation of strong …

The Perversity Of Sexual-Harassment Law: Effects Of Recent Court Rulings, David Sherwyn, Michael C. Sturman, Zev J. Eigen, Michael Heise, Jenn Walwyn

Michael Heise

The outcome of 109 motions for summary judgment filed since June 1998, in which employers argued that a hostile-environment case should be dismissed because the employer satisfied, as a matter of law, the affirmative defense are analyzed. The examination of these cases provides the opportunity to test past conjecture and describe how courts have implemented the Ellerh and Faragher rulings. It is found that employers are still able to prevail in summary-judgment motions. With evidence showing that employers can satisfy the affirmative defense, each of the three areas that commentators have suggested should have prevented such success is examined. What …

An Economic Analysis Of Liability And Compensation For Harm From Large-Scale Solar Climate Engineering Field Research, Jesse Reynolds

Jesse Reynolds