Section 4 Of The Hindu Succession Act Of 1956,
2010
NALSAR University of Law
Section 4 Of The Hindu Succession Act Of 1956, Hari Priya
Hari Priya
A brief write up in the form of a comprehensive article aiming to critically evaluate the Section 4 of the Hindu Succession Act of 1956. The law, as it stands amended, has not only brought about changes in the succession laws of Hindus, but has also paved the way for some positive modifications in the law of partition, alienation of property, inheritance and adoption, and the paper is an effort to evaluate this provision of the law.
Bonding Limited Liability,
2010
University of Maryland School of Law
Bonding Limited Liability, Robert J. Rhee
Faculty Scholarship
Limited liability is considered a “birthright” of corporations. The concept is entrenched in legal theory, and it is a fixed reality of the political economy. But it remains controversial. Scholarly debate has been engaged in absolute terms of defending the rule or advocating its abrogation. Though compelling, these polar positions, often expressed in abstract arguments, are associated with disquieting effects. Without limited liability, efficiency may be severely compromised. With it, involuntary tort creditors bear some of the cost of an enterprise. Most other proposals for reforming limited liability have been incremental, such as modifying veil piercing. However, neither absolutism nor …
The Madoff Scandal, Market Regulatory Failure And The Business Education Of Lawyers,
2010
University of Maryland School of Law
The Madoff Scandal, Market Regulatory Failure And The Business Education Of Lawyers, Robert J. Rhee
Faculty Scholarship
This essay suggests that a deficiency in legal education is a contributing cause of the regulatory failure. The most scandalous malfeasance of this new era, the Madoff Ponzi scheme, evinces the failure of improperly trained lawyers and regulators. It also calls into question whether the prevailing regulatory philosophy of disclosure of disclosure is sufficient in a complex market. This essay answers an important question underlying these considerations: What can legal education do to better train business lawyers and regulators for a market that is becoming more complex? One answer, it suggests, is a simple one: law schools should teach a …
Crisis, Rescue And Corporate Social Responsibility Under American Corporate Law,
2010
University of Maryland School of Law
Crisis, Rescue And Corporate Social Responsibility Under American Corporate Law, Robert J. Rhee
Faculty Scholarship
This chapter discusses the legal issues of rescue and corporate social responsibility during times of public crisis. It analyzes a corporate board’s fiduciary duty related to the management of a public crisis and the provision of aid to government and the public. The thesis is that American corporate law adequately provides corporate boards authority to assume broad principles of corporate social responsibility, and that during a public crisis this authority is specially recognized in the enabling statutes of corporate law and should be broadened even further to pursue the public good in exigent circumstances.
Freeze-Outs: Transcontinental Analysis And Reform Proposals,
2010
Penn State Law
Freeze-Outs: Transcontinental Analysis And Reform Proposals, Marco Ventoruzzo
Journal Articles
One of the most crucial, but systematically neglected, comparative differences between corporate law systems in Europe and in the United States concerns the regulations governing freeze-out transactions in listed corporations. Freeze-outs can be defined as transactions in which the controlling shareholder exercises a legal right to buy out the shares of the minority, and consequently delists the corporation and brings it private. Beyond this essential definition, the systems diverge profoundly. This gap exists despite the fact that minority freeze-outs are one of the most debated issues in corporate law, in the public media, in a vast body of scholarly work …
Preserving The Corporate Attorney-Client Privilege,
2010
Penn State Law
Preserving The Corporate Attorney-Client Privilege, Katrice Bridges Copeland
Journal Articles
This Article argues that, while legislation such as the Attorney-Client Privilege Protection Act ("ACPPA") is necessary to preserve that corporate attorney-client privilege, any such legislation must include judicial oversight to deter prosecutorial misconduct effectively. Part II examines the costs and benefits of granting corporations the attorney-client privilege in criminal investigations. It concludes that the benefits of the privilege fat outweigh the costs and that the privilege must be safeguarded from unnecessary infringement. Part III traces the evolution of the DOJ's waiver policies that have threatened the corporate attorney-client privilege. It also examines the costs and benefits of the waiver policy …
Freeze-Outs: Transcontinental Analysis And Reform Proposals,
2010
Penn State Law
Freeze-Outs: Transcontinental Analysis And Reform Proposals, Marco Ventoruzzo
Journal Articles
One of the most crucial, but systematically neglected, comparative differences between corporate law systems in Europe and in the United States concerns the regulations governing freeze-out transactions in listed corporations. Freeze-outs can be defined as transactions in which the controlling shareholder exercises a legal right to buy out the shares of the minority, and consequently delists the corporation and brings it private. Beyond this essential definition, the systems diverge profoundly.
This gap exists despite the fact that minority freeze-outs are one of the most debated issues in corporate law, in the public media, in a vast body of scholarly work …
Excessive Executive Compensation: Prior Federal Attempts To Curb Perceived Abuses, 10 Hous. Bus. & Tax L.J. 196 (2010),
2010
John Marshall Law School
Excessive Executive Compensation: Prior Federal Attempts To Curb Perceived Abuses, 10 Hous. Bus. & Tax L.J. 196 (2010), Kathryn J. Kennedy
UIC Law Open Access Faculty Scholarship
No abstract provided.
Trusts Versus Corporations: An Empirical Analysis Of Competing Organizational Forms,
2010
Syracuse University
Trusts Versus Corporations: An Empirical Analysis Of Competing Organizational Forms, A. Joseph Warburton
College of Law - Faculty Scholarship
This paper studies the effects of organizational form on managerial behavior and firm performance, from an empirical perspective. Managers of trusts are subject to stricter fiduciary responsibilities than managers of corporations. This paper examines the ramifications empirically, by exploiting data generated by a change in British regulations in the 1990s that allowed mutual funds to organize as either a trust or a corporation. I find evidence that trust law is effective in curtailing opportunistic behavior, as trust managers charge significantly lower fees than their observationally equivalent corporate counterparts. Trust managers also incur lower risk. However, evidence suggests that trust managers …
Stakeholder Theory In Corporate Law: Has It Got What It Takes?,
2010
University of Leeds
Stakeholder Theory In Corporate Law: Has It Got What It Takes?, Andrew Keay
Richmond Journal of Global Law & Business
There has been much debate for many years regarding what should be the objective of the large public corporation. This issue is important for a number of reasons, not least of which is that the theory nominated will underpin corporate governance and dictate, to a large extent, the kind of corporate governance system that will exist. As far as the corporation’s objective is concerned, two theories have been dominant: the shareholder primacy theory and the stakeholder theory. The former is operative in what I will call “Anglo-American jurisdictions,” namely jurisdictions that model their law and practice on one or both …
Re-Enchanting The Corporation,
2010
Washington and Lee University School of Law
Re-Enchanting The Corporation, Lyman P.Q. Johnson
Scholarly Articles
This Essay begins with Max Weber’s observation that the condition of the modern world is “disenchanted” and goes on to argue that contesting the notion of disenchantment offers a promising framework for rethinking baseline issues in corporate law and corporate life more generally. After elaborating what disenchantment meant to Weber, this Essay offers two counter-observations. First, the world may not be better off as a result of disenchantment. Second, as an empirical matter the world may not really be “disenchanted” given the substantial number of people who both hold religious beliefs and consistently report that those beliefs influence how they …
A Crumbling Pyramid: How The Evolving Jurisprudence Defining Employee Under The Adea Threatens The Basic Structure Of The Modern Large Law Firm,
2010
UC Law SF
A Crumbling Pyramid: How The Evolving Jurisprudence Defining Employee Under The Adea Threatens The Basic Structure Of The Modern Large Law Firm, Jessica Fink
UC Law Business Journal
Under the Age Discrimination in Employment Act, as well as other federal anti-discrimination laws, only "employees" as defined by the statute are permitted to sue. In recent years, the U.S. Supreme Court and lower courts have provided guidance regarding when partners in large law firms might be deemed "employees" protected by these laws. What has emerged from the courts' decisions in these cases is a test that places significant emphasis on the amount of power and control that a partner has within a firm: Partners deemed to lack a sufficient amount of power and control within their firms may be …
To Be Or Not To Be Both Ceo And Board Chair,
2010
William Mitchell College of Law
To Be Or Not To Be Both Ceo And Board Chair, Thuy-Nga T. Vo
Faculty Scholarship
Part I of this article discusses the management and monitoring responsibilities of the board of directors. Part II explores the duality governance structure and its prevalence in corporate America. In Part III, the article examines and weighs the theoretical arguments for and against duality. Based on these arguments, this part assesses the impact of combined or separate CEO and Chair positions on the board’s performance of its management and monitoring responsibilities. Part IV turns to the empirical data on the effect of combined, rather than separate, CEO-Chair roles on corporate performance. Part V explains the views of corporate stakeholders on …
When The Law Is Understood—L3c No,
2010
Mitchell Hamline School of Law
When The Law Is Understood—L3c No, Daniel S. Kleinberger, J. William Callison
Faculty Scholarship
The November, 2009 issue of Community Dividend, included an article entitled “The L3C: A new business model for socially responsible investing.” The article spoke enthusiastically about “[t]he low-profit limited liability company, or L3C, …a newly developed form of business that blends attributes of nonprofit and for-profit organizations in order to promote investment in socially responsible objectives.”
We understand the enthusiasm; proponents of the L3C have predicted dramatic benefits. However, after careful study of the relevant law, we have concluded that the enthusiasm is misplaced. The L3C concept is fundamentally flawed, potentially dangerous, and at best counterproductive.
We also understand that …
The Single Member Limited Liability Company As Disregarded Entity: Now You See It, Now You Don’T,
2010
Mitchell Hamline School of Law
The Single Member Limited Liability Company As Disregarded Entity: Now You See It, Now You Don’T, Daniel S. Kleinberger
Faculty Scholarship
The power and complexity of the single member limited liability company (“SMLLC”) comes from a conceptual contradiction: the conflation of owner and organization for tax purposes and the separation of owner and entity for non-tax, state law purposes. The contraction has significant practical consequences, which this article explores and illustrates, considering: • The SMLLC in federal court (single member not permitted to represent the LLC) • The IRS’s tortuous path to determining whether an SMLLC’s sole member is liable for the SMLLC’s unpaid employment taxes (yes; yes vindicated by the courts; then no, as a matter of policy) • Transfer …
Taking Stock—Salary And Options Too: The Looting Of Corporate America,
2010
University of Maryland Francis King Carey School of Law
Taking Stock—Salary And Options Too: The Looting Of Corporate America, Kenneth R. Davis
Maryland Law Review
No abstract provided.
Accountable Care Organizations: A New New Thing With Some Old Problems,
2010
Saint Louis University School of Law
Accountable Care Organizations: A New New Thing With Some Old Problems, Thomas L. Greaney
All Faculty Scholarship
When pressed for evidence that the proposed health reform legislation will control costs, proponents invariably cite the numerous pilot programs and other innovations in Medicare payment policy contained in the bill. At first blush, the ACO model seems well designed to foster competition among providers. Not unlike health maintenance organizations and other integrated delivery forms, ACOs assume responsibility for coordinating care and thus have strong incentives to provide cost effective care and to do so in a manner that is transparent and hospitable to comparative shoppers. But at the same time, the path of ACO development could prove profoundly anti-competitive. …
The Case For Semi-Strong-Form Corporate Scienter In Securities Fraud Actions,
2010
King & Spalding
The Case For Semi-Strong-Form Corporate Scienter In Securities Fraud Actions, Paul B. Maslo
Michigan Law Review First Impressions
The mental state of scienter - intent to defraud - is a required element of a securities fraud claim. The scienter inquiry is fairly straightforward when the defendant is an individual. It is more complex when a corporate entity is involved because a corporation can only act through its agents; it has no mind of its own. This article compares the three approaches courts have used to impute scienter to corporate defendants in the securities fraud context and concludes by recommending the approach which strikes an appropriate balance between several dueling public policy concerns.
Comments: Uncertainty For Practitioners And The Judiciary As Well As The Need For A Minimum Standard Demonstrate That Fiduciary Duties Should Be Incorporated Into Maryland's Llc Act,
2010
University of Baltimore School of Law
Comments: Uncertainty For Practitioners And The Judiciary As Well As The Need For A Minimum Standard Demonstrate That Fiduciary Duties Should Be Incorporated Into Maryland's Llc Act, Michael S. Spencer
University of Baltimore Law Review
No abstract provided.
Congress, Corporate Boards, And Oversight: A Public Law/Private Law Comparison,
2010
DePaul University College of Law
Congress, Corporate Boards, And Oversight: A Public Law/Private Law Comparison, Paul S. Miller
University of Richmond Law Review
No abstract provided.