Open Access. Powered by Scholars. Published by Universities.®

Business Organizations Law Commons

Open Access. Powered by Scholars. Published by Universities.®

9,945 Full-Text Articles 6,413 Authors 7,783,720 Downloads 161 Institutions

All Articles in Business Organizations Law

Faceted Search

9,945 full-text articles. Page 1 of 243.

Dual Fiduciaries: Unicorns, Corporate Law And The New Frontier, Anat Alon-Beck 2023 Case Western University School of Law

Dual Fiduciaries: Unicorns, Corporate Law And The New Frontier, Anat Alon-Beck

Faculty Publications

Legal and regulatory structures influence the shift in equities in the United States from public markets to private markets, entrepreneurial opportunities and new firm formation. There is a rise in the number of “unicorn” firms, which are privately held venture-capital backed startups that are valued at $1 billion or more. The number of unicorns in the United States and overseas has grown exponentially over the last few years. This chapter discusses the rise of the unicorns and with it the increasing importance of corporate governance and fiduciary duties. There are new vertical and horizontal conflicts among common and preferred shareholders ...


Masthead, 2022 University of California, Hastings College of the Law

Masthead

Hastings Business Law Journal

No abstract provided.


Foreword, Gina Ahmar, Rebecca Siegel 2022 University of California, Hastings College of the Law

Foreword, Gina Ahmar, Rebecca Siegel

Hastings Business Law Journal

No abstract provided.


The Ethics Of Cryptocurrency, Gordon Goodman Justice 2022 University of California, Hastings College of the Law

The Ethics Of Cryptocurrency, Gordon Goodman Justice

Hastings Business Law Journal

No abstract provided.


Intellectual Property Licenses In Cross-Border Insolvency: Lessons From In Re Qimonda, M P Ram Mohan, Aditya Gupta 2022 University of California, Hastings College of the Law

Intellectual Property Licenses In Cross-Border Insolvency: Lessons From In Re Qimonda, M P Ram Mohan, Aditya Gupta

Hastings Business Law Journal

Introduced in 2016, the Insolvency and Bankruptcy Code overhauled the Indian insolvency regime. Five years young, the Code is now in the process of adopting the Cross-Border insolvency, which was omitted from its original mandate. In 2018, a legislatively appointed committee suggested that the Code should adopt the UNCITRAL Model Law on Cross Border Insolvency. However, the Committee overlooked a crucial jurisprudential guideline, which colored the interpretation of the Model Law. It was a crossborder insolvency dispute between American and German regimes. An American bankruptcy court subjected to the German administration of American Intellectual Property assets to protection exclusively available ...


Private Meetings Between Firm Managers And Outside Investors: The European Paradigm, Giovanni Strampelli 2022 University of California, Hastings College of the Law

Private Meetings Between Firm Managers And Outside Investors: The European Paradigm, Giovanni Strampelli

Hastings Business Law Journal

Institutional ownership of listed companies has grown significantly, leading to an increase in ownership concentration in the European Union. Under the current context of re-concentrated ownership, institutional shareholders are expected, also in Europe, to play a more active role in corporate governance and to exert influence on the company’s strategies. Within such a corporate governance landscape institutional investor engagement is becoming a distinctive feature of corporate governance of European listed companies. In particular, board-shareholder dialogue is a key engagement tool and is essential in order to enable institutional investors to fulfil their stewardship functions. Board-shareholder dialogue is also core ...


The Balancing Of Executive Emergency Powers As They Relate To The Pandemic And Eviction Control, Marialexa Natsis 2022 University of California, Hastings College of the Law

The Balancing Of Executive Emergency Powers As They Relate To The Pandemic And Eviction Control, Marialexa Natsis

Hastings Business Law Journal

No abstract provided.


International Procurement, Kristina Dahmann, Kirk Marker 2022 Southern Methodist University

International Procurement, Kristina Dahmann, Kirk Marker

The Year in Review

No abstract provided.


International M&A And Joint Ventures, Renata Antiquera, Steven de Schrijver, Vickie de Smet, Gordon N. Cameron, Precia Darshan, Qinghui Miao, Forrest Alogna, Olivia Goudal, Satyajit Gupta, Alessandra Tarissi de Jacobis, Ibrahim Sattout, Laurant Levac, Dania Dib, Eva Das, Ingrid Viertelhauzen, Elena Cuatrecasas, Anna Zorya, Kateryna Zviagina, Vassily Rudomino, Anton Dzhuplin, Adrienne Ellman, Joseph J. Basile 2022 Southern Methodist University

International M&A And Joint Ventures, Renata Antiquera, Steven De Schrijver, Vickie De Smet, Gordon N. Cameron, Precia Darshan, Qinghui Miao, Forrest Alogna, Olivia Goudal, Satyajit Gupta, Alessandra Tarissi De Jacobis, Ibrahim Sattout, Laurant Levac, Dania Dib, Eva Das, Ingrid Viertelhauzen, Elena Cuatrecasas, Anna Zorya, Kateryna Zviagina, Vassily Rudomino, Anton Dzhuplin, Adrienne Ellman, Joseph J. Basile

The Year in Review

No abstract provided.


Theranos: Case Study And Examination Of The Fraud Triangle, Abbey Jennings 2022 University of Arkansas, Fayetteville

Theranos: Case Study And Examination Of The Fraud Triangle, Abbey Jennings

Finance Undergraduate Honors Theses

Fraud is a serious issue which carries significant implications. Fraud committed by top level managers is particularly grievous, as it ripples through a firm, harming the company’s shareholders, employees, and credibility, while posing a threat to individuals and society (Zahra, et al.). A common framework in auditing, the fraud triangle, outlines three factors that if present, increase the risk or enable fraud to occur. The three factors are incentive, opportunity, and rationalization to commit fraud (Barlow).

In 2018, the Securities and Exchange Commission (SEC) charged Elizabeth Holmes, founder and CEO of a supposedly groundbreaking health tech company, Theranos, with ...


Mergers, Antitrust, And The Interplay Of Entrepreneurial Activity And The Investments That Fund It, Gary Dushnitsky, D. Daniel Sokol 2022 Vanderbilt University Law School

Mergers, Antitrust, And The Interplay Of Entrepreneurial Activity And The Investments That Fund It, Gary Dushnitsky, D. Daniel Sokol

Vanderbilt Journal of Entertainment & Technology Law

This Article addresses the potentially negative implications of proposed antitrust legislation on the entrepreneurial ecosystem in general, with a particular focus on the venture capitalists (VCs) that fund it. First, it offers a review of how antitrust merger law currently works and how proposed legislative changes to antitrust may threaten the innovative Venture Capital (VC)-backed ecosystem that has made the United States the center of global innovation across many different industries. Accompanying this review are some empirical observations. Second, recognizing that the understanding of innovative entrepreneurial activity calls for a deep appreciation of those who back it, the Article ...


Platform-Enabled Crimes: Pluralizing Accountability When Social Media Companies Enable Perpetrators To Commit Atrocities, Rebecca J. Hamilton 2022 American University Washington College of Law

Platform-Enabled Crimes: Pluralizing Accountability When Social Media Companies Enable Perpetrators To Commit Atrocities, Rebecca J. Hamilton

Boston College Law Review

Online intermediaries are omnipresent. Each day across the globe, the corporations running these platforms execute policies and practices that serve their profit model, typically by sustaining user engagement. Sometimes, these seemingly banal business activities enable principal perpetrators to commit crimes. Online intermediaries, however, are almost never held to account for their complicity in the resulting harms. This Article introduces the concept of platform-enabled crimes into the legal literature to highlight the ways in which the ordinary business activities of online intermediaries enable the commission of crime. It then focuses on a subset of platform-enabled crimes—those in which a social ...


How Discretionary Decision-Making Impacts The Financial Performance And Legal Disclosures Of S&P 500 Funds, Bernard S. Sharfman, Vincent Deluard 2022 Brooklyn Law School

How Discretionary Decision-Making Impacts The Financial Performance And Legal Disclosures Of S&P 500 Funds, Bernard S. Sharfman, Vincent Deluard

Brooklyn Law Review

When investment funds track the S&P 500, the index becomes more than just a list of 500 companies. The focus then becomes the financial and regulatory issues that arise from the discretionary decision-making power of the Index Committee that governs the S&P 500. Based on our empirical research and analysis, this article recommends a new principal risk disclosure under SEC Form N-1A, which we refer to as “selection risk,” to be included in the statutory and summary prospectuses of investment funds that track the S&P 500. This type of risk results when the Index Committee uses its ...


Corporate Directors: Who They Are, What They Do, Cyber Risk And Other Challenges, Lawrence J. Trautman, Seletha Butler, Frederick R. Chang, Michele Hooper, Rom McCray, Ruth Simmons 2022 Prairie View A&M University

Corporate Directors: Who They Are, What They Do, Cyber Risk And Other Challenges, Lawrence J. Trautman, Seletha Butler, Frederick R. Chang, Michele Hooper, Rom Mccray, Ruth Simmons

Buffalo Law Review

No abstract provided.


Purpose Proposals, Jill E. Fisch 2022 University of Pennsylvania Carey Law School

Purpose Proposals, Jill E. Fisch

Faculty Scholarship at Penn Law

Repurposing the corporation is the hot issue in corporate governance. Commentators, investors and increasingly issuers, maintain that corporations should shift their focus from maximizing profits for shareholders to generating value for a more expansive group of stakeholders. Corporations are also being called upon to address societal concerns – from climate change and voting rights to racial justice and wealth inequality.

The shareholder proposal rule, Rule 14a–8, offers one potential tool for repurposing the corporation. This Article describes the introduction of innovative proposals seeking to formalize corporate commitments to stakeholder governance. These “purpose proposals” reflect a new dynamic in the debate ...


Contractual Stakeholderism, Kishanthi Parella 2022 Washington and Lee University School of Law

Contractual Stakeholderism, Kishanthi Parella

Scholarly Articles

In 2019, the Business Roundtable announced its commitment to all corporate stakeholders—consumers, employees, suppliers, and communities—and not just shareholders. This announcement has reawakened an old debate over corporate social responsibility. Stakeholderism advocates argue that corporate leaders must consider the interests of the various stakeholders impacted by corporate decision-making. Stakeholderism critics challenge this view, expressing concerns that stakeholderism will magnify managerial agency costs, chill regulation, risk inauthenticity, and lead to impractical solutions.

This Article proposes “contractual stakeholderism” to operationalize stakeholderism in accordance with the views of its advocates but in a way that is attentive to the concerns of ...


The Legal And Social Challenges Involved In The Expansion Of Multinational Operations: A Case Study Of Exxonmobil Indonesia, Shashaank Rajaraman 2022 University of South Carolina

The Legal And Social Challenges Involved In The Expansion Of Multinational Operations: A Case Study Of Exxonmobil Indonesia, Shashaank Rajaraman

Senior Theses

Within this paper, I will analyze the legal and social relations between multinational corporations and their host countries. This analysis will be conducted through viewing the circumstances surrounding Doe v. ExxonMobil within the District of Columbia Circuit Court, in which ExxonMobil has engaged in litigation regarding their human rights record within the country of Indonesia. Through secondary research conducted both within business and legal journals, information about the practices of ExxonMobil can be examined and utilized to make general conclusions upon the corporate diplomacy practiced by multinational corporations.


Substituted Service And The Hague Service Convention, William S. Dodge 2022 William & Mary Law School

Substituted Service And The Hague Service Convention, William S. Dodge

William & Mary Law Review

State law plays a surprisingly large role in transnational litigation, and how it defines the applicability of the Hague Service Convention is an important example. In Volkswagenwerk Aktiengesellschaft v. Schlunk, the U.S. Supreme Court held that the Convention does not apply when, under state law, service of process is made within the United States. In Schlunk, Illinois law permitted substituted service on the U.S. subsidiary of a foreign parent company, so the Convention did not apply. This Article looks at substituted service under state law today and when it permits avoidance of the Hague Convention. The Article focuses ...


Madison Investment, Property And Advisory Company Limited V Peter Kanyinji [2018] Zmsc 348 (Scz Selected Judgement No. 48 Of 2018), Ntemena Mwanamwambwa 2022 University of Lusaka

Madison Investment, Property And Advisory Company Limited V Peter Kanyinji [2018] Zmsc 348 (Scz Selected Judgement No. 48 Of 2018), Ntemena Mwanamwambwa

SAIPAR Case Review

The case at hand brings to the fore, a number of important matters relating to the treatment of a company which has a controlling shareholding in another while at the same time belonging to the same group of companies as the latter.

The case is particularly important to the jurisprudence of Zambian Company law as it endorses the sacredness of the veil over group structures in maintaining investor confidence and preventing the economic liabilities that would unsuspectingly befall local as well as multinational companies operating within a group structure.


Madison Investment, Property And Advisory Company Limited V. Peter Kanyinji Scz Selected Judgment No. 48 Of 2018, Chanda Chungu 2022 University of Zambia

Madison Investment, Property And Advisory Company Limited V. Peter Kanyinji Scz Selected Judgment No. 48 Of 2018, Chanda Chungu

SAIPAR Case Review

The Managing Director of Perfect Milling Company was entitled to 25% gratuity of his basic salary at the end of his term as Managing director. However, when he launched a claim against Perfect Milling Company, the company was in bankruptcy and unable to pay. He then sued Madison Investment, claiming that they operated as a single economic unit under the Madison Group of Companies.

The High Court in a judgment delivered by Banda-Bobo J (as she was then) held that notwithstanding the principle that companies have a separate legal identity, the court is empowered to pierce it in certain circumstances ...


Digital Commons powered by bepress