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Articles 1 - 7 of 7
Full-Text Articles in Law
Fisheries Statutory Management Authority Inquiry Background Paper, H. G. Brayford
Fisheries Statutory Management Authority Inquiry Background Paper, H. G. Brayford
Fisheries management papers
The objective of this paper is to provide factual background to the issues that are likely to be relevant to the Advisory Committee’s considerations and to the interests of stakeholders. It also pulls together relevant reference material and experiences from within WA and from other fisheries jurisdictions in Australia.
University Technology Transfer And Economic Development: Proposed Cooperative Economic Development Agreements Under The Bayh Dole Act, Clovia Hamilton
University Technology Transfer And Economic Development: Proposed Cooperative Economic Development Agreements Under The Bayh Dole Act, Clovia Hamilton
Winthrop Faculty and Staff Publications
Technology transfer enables private industry and academia to make practical use of advanced research, development, and technical expertise. Indeed, universities are a rich source of science and technology that can support local government and business development as well as economic growth. Thus, it is essential for research universities to transfer their wisdom to the public for its use and benefit. Today, universities operate in an economic climate that requires both capital and knowledge; takes advantage of government technology initiatives (namely the Bayh- Dole Act);' and serves as a catalyst for the creation of a large number of new, incubated companies. …
The Qualified Legal Compliance Committee: Using The Attorney Conduct Rules To Restructure The Board Of Directors, Jill E. Fisch, Caroline M. Gentile
The Qualified Legal Compliance Committee: Using The Attorney Conduct Rules To Restructure The Board Of Directors, Jill E. Fisch, Caroline M. Gentile
All Faculty Scholarship
The Securities and Exchange Commission introduced a new corporate governance structure, the qualified legal compliance committee, as part of the professional standards of conduct for attorneys mandated by the Sarbanes-Oxley Act of 2002. QLCCs are consistent with the Commission’s general approach to improving corporate governance through specialized committees of independent directors. This Article suggests, however, that assessing the benefits and costs of creating QLCCs may be more complex than is initially apparent. Importantly, QLCCs are unlikely to be effective in the absence of incentives for active director monitoring. This Article concludes by considering three ways of increasing these incentives.
Is There A Role For Lawyers In Preventing Future Enrons?, Jill E. Fisch, Kenneth M. Rosen
Is There A Role For Lawyers In Preventing Future Enrons?, Jill E. Fisch, Kenneth M. Rosen
All Faculty Scholarship
Following the collapse of the Enron Corporation, the ethical obligations of corporate attorneys have received increased scrutiny. The Sarbanes-Oxley Act of 2002, enacted in response to calls for corporate reform, specifically requires the Securities and Exchange Commission to address the lawyer’s role by requiring covered attorneys to “report up” evidence of corporate wrongdoing to key corporate officers, and, in some circumstances, to the board of directors. Failure to “report up” subjects a lawyer to liability under federal law.
This Article argues that the reporting up requirement reflects a second-best approach to corporate governance reform. Rather than focusing on the actors …
A Jurisdictional Approach To Collapsing Corporate Distinctions, Peter B. Oh
A Jurisdictional Approach To Collapsing Corporate Distinctions, Peter B. Oh
Articles
This article challenges our persistent path dependence on defunct distinctions between corporations and certain limited unincorporated associations. Recent federal tax regulations have inspired proposals for consolidated treatment of all limited business organizations through uniformly based or universally applicable statutes. I contend these proposals are preoccupied with how hybrid organizations such as the limited liability company and the limited liability partnership amalgamate, and thus implicitly preserve, traditional dichotomies between corporations and partnership categorizations as well as entities and aggregate theories. The continued use of these schemes compromises the legal basis for such proposals.
By critically examining certain jurisdictional principles, this article …
Corporate Control Transactions: Introduction, Edward B. Rock, Michael L. Wachter
Corporate Control Transactions: Introduction, Edward B. Rock, Michael L. Wachter
All Faculty Scholarship
No abstract provided.
Controlling Controlling Shareholders, Ronald J. Gilson, Jeffrey N. Gordon
Controlling Controlling Shareholders, Ronald J. Gilson, Jeffrey N. Gordon
Faculty Scholarship
The rules governing controlling shareholders sit at the intersection of the two facets of the agency problem at the core of public corporations law. The first is the familiar principal-agency problem that arises from the separation of ownership and control. With only this facet in mind, a large shareholder may better police management than the standard panoply of market-oriented techniques. The second is the agency problem that arises between controlling and non-controlling shareholders, which produces the potential for private benefits of control. There is, however, a point of tangency between these facets. Because there are costs associated with holding a …