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Full-Text Articles in Law
Social Entrepreneurship And Uncorporations, Jesse Finrock, Eric L. Talley
Social Entrepreneurship And Uncorporations, Jesse Finrock, Eric L. Talley
Faculty Scholarship
Larry Ribstein’s pioneering analysis of alternative business forms during the late twentieth century highlighted the contractarian freedom that these forms provided. The rise of the LLC model was of particular interest to Ribstein, who assessed how this model brought greater freedom to those who held duties and obligations within the corporate structure. This Article takes up Ribstein’s mantle by assessing the development the alternative “social enterprise” business forms manifested in benefit corporations (BC) and flexible purpose corporations (FPC). Both forms allow an incorporated entity to articulate and pursue a social benefit alongside the maximization of shareholder returns. Despite its utility, …
A Theory Of Legal Presumptions, Antonio E. Bernardo, Eric L. Talley, Ivo Welch
A Theory Of Legal Presumptions, Antonio E. Bernardo, Eric L. Talley, Ivo Welch
Faculty Scholarship
This article analyzes how legal presumptions can mediate between costly litigation and ex ante incentives. We augment a moral hazard model with a redistributional litigation game in which a presumption parameterizes how a court 'weighs' evidence offered by the opposing sides. Strong prodefendant presumptions foreclose lawsuits altogether, but also engender shirking. Strong proplaintiff presumptions have the opposite effects. Moderate presumptions give rise to equilibria in which both shirking and suit occur probabilisitically. The socially optimal presumption trades off agency costs against litigation costs, and could be either strong or moderate, depending on the social importance of effort, the costs of …