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Articles 211 - 240 of 367
Full-Text Articles in Business Organizations Law
The 2004 Amendments To The Federal Sentencing Guidelines And Their Implicit Call For A Symbiotic Integration Of Business Ethics, Hess David, Robert S. Mcwhorter, Timothy L. Fort
The 2004 Amendments To The Federal Sentencing Guidelines And Their Implicit Call For A Symbiotic Integration Of Business Ethics, Hess David, Robert S. Mcwhorter, Timothy L. Fort
Fordham Journal of Corporate & Financial Law
No abstract provided.
Does The Law Encourage Unethical Conduct In The Securities Industry?, Di Lorenzo Vincent
Does The Law Encourage Unethical Conduct In The Securities Industry?, Di Lorenzo Vincent
Fordham Journal of Corporate & Financial Law
No abstract provided.
The Missing Monitor In Corporate Governance: The Directors' & Officers' Liability Insurer, Tom Baker, Sean J. Griffith
The Missing Monitor In Corporate Governance: The Directors' & Officers' Liability Insurer, Tom Baker, Sean J. Griffith
Faculty Scholarship
This article reports the results of empirical research on the monitoring role of directors' and officers' liability insurance (D&O insurance) companies in American corporate governance. Economic theory provides three reasons to expect D&O insurers to serve as corporate governance monitors: first, monitoring provides insurers with a way to manage moral hazard; second, monitoring provides benefits to shareholders who might not otherwise need the risk distribution that D&O insurance provides; and third, the "bonding" provided by risk distribution gives insurers a comparative advantage in monitoring. Nevertheless, we find that D&O insurers neither monitor corporate governance during the life of the insurance …
Developing A Law/Business Collaboration Through Pace's Securities Arbitration Clinic, Jill I. Gross, Ronald W. Filante
Developing A Law/Business Collaboration Through Pace's Securities Arbitration Clinic, Jill I. Gross, Ronald W. Filante
Fordham Journal of Corporate & Financial Law
No abstract provided.
The End Of Partnership, Lawrence J. Fox
The End Of Partnership, Lawrence J. Fox
Fordham Urban Law Journal
This Article addresses what the Author believes are “myths” of the large firm legal practice. The author argues that the path to “partner” at a large firm provides neither a path nor anything that resembles a real partnership. The Article addresses four reasons to support this statement. The author believes that attaining partnership brings a person to a position where they still work many hours, do not receive a big elevation in status, have no sense of tenure, and must have a very large book of business. The Authors believes that it is not young associates who will be wanted …
Rock, Paper, Scissors: Choosing The Right Vehicle For Federal Corporate Governance Initiatives, Joan Macleod Heminway
Rock, Paper, Scissors: Choosing The Right Vehicle For Federal Corporate Governance Initiatives, Joan Macleod Heminway
Fordham Journal of Corporate & Financial Law
No abstract provided.
Delaware Llcs And Corporate Veil Piercing: Limited Liability Has Its Limitations, Fredric J. Bendremer
Delaware Llcs And Corporate Veil Piercing: Limited Liability Has Its Limitations, Fredric J. Bendremer
Fordham Journal of Corporate & Financial Law
No abstract provided.
Anti-Dumping Circumvention In The Eu And The Us: Is There A Future For Multilateral Provisions Under The Wto?, Lucia Ostoni
Anti-Dumping Circumvention In The Eu And The Us: Is There A Future For Multilateral Provisions Under The Wto?, Lucia Ostoni
Fordham Journal of Corporate & Financial Law
No abstract provided.
The Fifth Annual A. A. Sommer, Jr. Lecture On Corporate, Securities & Financial Law, William Michael Treanor, John F.X Peloso, Jill E. Fisch, Richard G. Ketchum
The Fifth Annual A. A. Sommer, Jr. Lecture On Corporate, Securities & Financial Law, William Michael Treanor, John F.X Peloso, Jill E. Fisch, Richard G. Ketchum
Fordham Journal of Corporate & Financial Law
No abstract provided.
The Efficient Capital Market Hypothesis, Chaos Theory, And The Insider Filing Requirements Of The Securities Exchange Act Of 1934: The Predictive Power Of Form 4 Filings, Patrick J. Glen
Fordham Journal of Corporate & Financial Law
No abstract provided.
Think Before You Type: A Look At Email Privacy In The Work Place, Meir S. Hornug
Think Before You Type: A Look At Email Privacy In The Work Place, Meir S. Hornug
Fordham Journal of Corporate & Financial Law
No abstract provided.
Breach Of Fiduciary Duty As Securities Fraud: Sec V. Chancellor Corp., Carl W. Mills
Breach Of Fiduciary Duty As Securities Fraud: Sec V. Chancellor Corp., Carl W. Mills
Fordham Journal of Corporate & Financial Law
No abstract provided.
The Fourth Annual Albert A. Destefano Lecture On Corporate, Securities &Financial Law, William Michael Treanor Introduction, Jill E. Fisch Introduction, Constantine N. Katsoris, John F.X Peloso Moderator, Brandon Becker, Robert Colby, Richard G. Ketchum, Mark E. Lackritz, Annette L. Nazareth, Mary L. Shapiro
The Fourth Annual Albert A. Destefano Lecture On Corporate, Securities &Financial Law, William Michael Treanor Introduction, Jill E. Fisch Introduction, Constantine N. Katsoris, John F.X Peloso Moderator, Brandon Becker, Robert Colby, Richard G. Ketchum, Mark E. Lackritz, Annette L. Nazareth, Mary L. Shapiro
Fordham Journal of Corporate & Financial Law
No abstract provided.
The Fifth Annual Albert A. Destefano Lecture On Corporate, Securities & Financial Law, Constantine N. Katsoris, Jill E. Fisch, Eliot Spitzer
The Fifth Annual Albert A. Destefano Lecture On Corporate, Securities & Financial Law, Constantine N. Katsoris, Jill E. Fisch, Eliot Spitzer
Fordham Journal of Corporate & Financial Law
No abstract provided.
Brokers And Advisers – What’S In A Name?, Barbara Black
Brokers And Advisers – What’S In A Name?, Barbara Black
Fordham Journal of Corporate & Financial Law
No abstract provided.
Structure Of Regulatory Competition In European Corporate Law, The , Martin Gelter
Structure Of Regulatory Competition In European Corporate Law, The , Martin Gelter
Faculty Scholarship
In its opinions in the cases Centros, Uberseering and Inspire Art, the ECJ has begun to open European corporate law for regulaton of competition, as it has been discussed in the US for several ldecades. This article analyses the stuictual conditions of competition on the supply and demand sides of the market for corporate law, and the impact of supranational influence. In doing so, it identifies several factors that have received little attention in the incipient European debate. The supply-side analysis shows that a European Delaware is implausible because of the interdependence of competitive advantages and the incentives to compete. …
New Business Entities In Evolutionary Perspective, Henry Hansmann, Reiner Kraakman, Richard Squire
New Business Entities In Evolutionary Perspective, Henry Hansmann, Reiner Kraakman, Richard Squire
Faculty Scholarship
The new types of business forms that have developed over the past thirty years all combine the freedom of contracting that is traditional to the partnership with the pattern of creditors' rights that is traditional to the business corporation. Legal scholars differ on the issue of whether these new business forms are more partnership-like or corporation-like. Those taking the partnership-like view argue that the degree of freedom of contract is the essential difference between the traditional corporation and partnership forms, while those adhering to the corporation-like view argue that the pattern of creditors' rights is the essential difference. The authors …
Law And The Rise Of The Firm , Henry Hansmann, Reiner Kraakman, Richard Squire
Law And The Rise Of The Firm , Henry Hansmann, Reiner Kraakman, Richard Squire
Faculty Scholarship
Organizational law empowers firms to hold assets and enter contracts as entities that are legally distinct from their owners and managers. Legal scholars and economists have commented extensively on one form of this partitioning between firms and owners: namely, the rule of limited liability that insulates firm owners from business debts. But a less-noticed form of legal partitioning, which we call "entity shielding," is both economically and historically more significant than limited liability. While limited liability shields owners' personal assets from a firm's creditors, entity shielding protects firm assets from the owners' personal creditors (and from creditors of other business …
Good Faith Business Judgment: A Theory Of Rhetoric In Corporate Law Jurisprudence, Sean J. Griffith
Good Faith Business Judgment: A Theory Of Rhetoric In Corporate Law Jurisprudence, Sean J. Griffith
Faculty Scholarship
This Article develops a theory of rhetoric in corporate law jurisprudence. It begins by examining a recent innovation in Delaware case law: the emerging principle of “good faith.” Good faith is an old notion in law generally, but it offers to bring significant change to corporate law, including realignment of the business judgment rule and a shift in the traditional balance between the authority of boards and the accountability of boards to courts. This Article argues, however, that good faith functions as a rhetorical device rather than a substantive standard. That is, it operates as a speech act, a performance, …
Daedalean Tinkering, Sean J. Griffith
Daedalean Tinkering, Sean J. Griffith
Faculty Scholarship
This Review describes David Skeel's account of corporate scandal and evaluates his policy recommendations in his recent book, Icarus in the Boardroom. It argues that although the book provides a compelling history of corporate scandal, its focus on federal responses to scandal--from the enactment of the Interstate Commerce Act to the Sarbanes-Oxley Act--misses an important part of the story. As corporate law scholars have long pointed out, corporations exist within a network of constraints, based in part on law and in part on markets, norms, and other non-legal sanctions. Because it omits any sustained discussion of the reaction of these …
Uncovering A Gatekeeper: Why The Sec Should Mandate Disclosure Of Details Concerning Directors' And Officers' Liability Insurance Policies, Sean J. Griffith
Uncovering A Gatekeeper: Why The Sec Should Mandate Disclosure Of Details Concerning Directors' And Officers' Liability Insurance Policies, Sean J. Griffith
Faculty Scholarship
This Article explores the connection between corporate governance and directors’ and officers’ (D&O) insurance. It argues that D&O insurers act as gatekeepers and guarantors of corporate governance, screening and pricing corporate governance risks to maintain the profitability of their risk pools. As a result, in a well-working insurance market, D&O insurance premiums would convey the insurer's assessment of a firm's governance quality. Simply stated, firms with better corporate governance would pay relatively low D&O premiums, while firms with worse corporate governance would pay more. This simple relationship could signal important information to investors and other capital market participants. Unfortunately, the …
Judicial Federalism In The Ecj's Berlusconi Case: Toward More Credible Corporate Governance And Financial Reporting Recent Development, Martin Gelter, Mathias M. Siems
Judicial Federalism In The Ecj's Berlusconi Case: Toward More Credible Corporate Governance And Financial Reporting Recent Development, Martin Gelter, Mathias M. Siems
Faculty Scholarship
In recent years, the general public in many countries has become increasingly aware of issues concerning business accounting and financial reporting. Americans hardly need to be reminded of the Enron debacle, where members of the company's senior management engaged in fraudulent off-balance sheet transactions to disguise the true state of the company's financial condition, a scheme that auditors failed to uncover until the company's implosion. This and other major corporate governance cases involving questionable or fraudulent accounting practices led to the Sarbanes-Oxley Act of 2002. This law was an unprecedented Congressional intervention into corporate governance, an arena that had previously …
The Litigation Financing Industry: The Wild West Of Finance Should Be Tamed Not Outlawed, Susan Lorde Martin
The Litigation Financing Industry: The Wild West Of Finance Should Be Tamed Not Outlawed, Susan Lorde Martin
Fordham Journal of Corporate & Financial Law
No abstract provided.
In Search Of A Higher Standard: Rethinking Fiduciary Duties Of Directors Of Wholly-Owned Subsidiaries, Stefan J. Padfield
In Search Of A Higher Standard: Rethinking Fiduciary Duties Of Directors Of Wholly-Owned Subsidiaries, Stefan J. Padfield
Fordham Journal of Corporate & Financial Law
No abstract provided.
The Third Annual Albert A. Destefano Lecture On Corporate Securities & Financial Law, Kenneth M. Rosen, William Michael Treanor, Jill E. Fisch, Brandon Becker, Robert Colby, Richard Ketchum, Andrew Klein, Catherine Mcguire, Annette Nazareth, Lee A. Pickard
The Third Annual Albert A. Destefano Lecture On Corporate Securities & Financial Law, Kenneth M. Rosen, William Michael Treanor, Jill E. Fisch, Brandon Becker, Robert Colby, Richard Ketchum, Andrew Klein, Catherine Mcguire, Annette Nazareth, Lee A. Pickard
Fordham Journal of Corporate & Financial Law
No abstract provided.
Mediating International Business Disputes, Daniel Q. Posin
Mediating International Business Disputes, Daniel Q. Posin
Fordham Journal of Corporate & Financial Law
No abstract provided.
Are Chinese Walls The Best Solution To The Problems Of Insider Trading And Conflicts Of Interest In Broker-Dealers?, Christopher M. Gorman
Are Chinese Walls The Best Solution To The Problems Of Insider Trading And Conflicts Of Interest In Broker-Dealers?, Christopher M. Gorman
Fordham Journal of Corporate & Financial Law
No abstract provided.
Glass-Steagall: The American Nightmare That Became The Israeli Dream, Ehud Ofer
Glass-Steagall: The American Nightmare That Became The Israeli Dream, Ehud Ofer
Fordham Journal of Corporate & Financial Law
No abstract provided.
The Fourth Annual A.A. Sommer, Jr., Lecture On Corporate, Securities & Financial Law, William J. Mcdonough, William Michael Treanor, John Fx Peloso, Jill E. Fisch
The Fourth Annual A.A. Sommer, Jr., Lecture On Corporate, Securities & Financial Law, William J. Mcdonough, William Michael Treanor, John Fx Peloso, Jill E. Fisch
Fordham Journal of Corporate & Financial Law
No abstract provided.
Regulation Fd-Fairly Disruptive? An Increase In Capital Market Inefficiency, Peter Talosig Iii
Regulation Fd-Fairly Disruptive? An Increase In Capital Market Inefficiency, Peter Talosig Iii
Fordham Journal of Corporate & Financial Law
No abstract provided.