Potential Competitive Effects Of Vertical Mergers: A How-To Guide For Practitioners,
Georgetown University Law Center
Potential Competitive Effects Of Vertical Mergers: A How-To Guide For Practitioners, Steven C. Salop, Daniel P. Culley
Georgetown Law Faculty Publications and Other Works
The purpose of this short article is to aid practitioners in analyzing the competitive effects of vertical and complementary product mergers. It is also intended to assist the agencies if and when they undertake revision of the 1984 U.S. Vertical Merger Guidelines. Those Guidelines are out of date and do not reflect current enforcement or economic thinking about the potential competitive effects of vertical mergers. Nor do they provide the tools needed to carry out a modern competitive effects analysis. This article is intended to partially fill the gap by summarizing the various potential competitive harms and benefits that ...
A Look At The Publication Requirement In New York Limited Liability Company Law,
Touro College Jacob D. Fuchsberg Law Center
A Look At The Publication Requirement In New York Limited Liability Company Law, Matthew J. Moisan
Touro Law Review
No abstract provided.
Choice Of Organizational Form For The Start-Up Business,
University of Minnesota Law School
Choice Of Organizational Form For The Start-Up Business, John H. Matheson
Articles
Limited liability is a fundamental principle of corporate law. Yet liability has never been absolutely limited. Courts occasionally allow creditors to "pierce the corporate veil," which means that shareholders must satisfy creditors' claims. "Piercing" seems to happen freakishly. Like lightning, it is rare, severe, and unprincipled. There is a consensus that the whole area of limited liability, and conversely of piercing the corporate veil, is among the most confusing in corporate law. 1
Enforceability Of Mandatory Arbitration Clauses For Shareholder-Corporation Disputes,
University of Michigan Law School
Enforceability Of Mandatory Arbitration Clauses For Shareholder-Corporation Disputes, Garry D. Hartlieb
Michigan Business & Entrepreneurial Law Review
Investor litigation is an increasingly vexatious field of law. Nearly every time a significant change of control or corporate ownership occurs, plaintiffs’ attorneys file standardized complaints to set in motion class action suits. Ultimately, the settlements shareholders receive fail to achieve the practical effects that parties on both sides desire. Shareholders may receive pennies on the dollar of what they allege was lost by corporate wrongdoing, and, in some cases, shareholders may not receive monetary recovery as the settlement requires only that the corporation to make changes to its governing documents. These suits distract directors and management from the core ...
Multiple Directorships: The Fiduciary Duties And Conflicts Of Interest That Arise When One Individual Serves More Than One Corporation, 33 J. Marshall L. Rev. 561 (2000),
John Marshall Law School
Multiple Directorships: The Fiduciary Duties And Conflicts Of Interest That Arise When One Individual Serves More Than One Corporation, 33 J. Marshall L. Rev. 561 (2000), John K. Wells
The John Marshall Law Review
No abstract provided.
Corporate Taxation And Corporate Social Responsibility,
University of Michigan Law School
Corporate Taxation And Corporate Social Responsibility, Reuven S. Avi-Yonah
Articles
This Article will address the question of whether publicly traded U.S. corporations owe a duty to their shareholders to minimize their corporate tax burden through any legal means, or if instead, strategic behaviors like aggressive tax-motivated transactions are inconsistent with corporate social responsibility (“CSR”). I believe the latter holds true, regardless of one’s view of the corporation. Under the “artificial entity” view, such behavior undermines the constitutive relationship between the corporation and the state. Under the “real view,” such behavior runs contrary to the normal obligation of citizens to comply with the law (even absent effective enforcement). And ...
Copyright And Youtube: Pirate's Playground Or Fair Use Forum ,
University of Michigan Law School
Copyright And Youtube: Pirate's Playground Or Fair Use Forum?, Kurt Hunt
Michigan Technology Law Review
The entertainment industry has a history of framing new technology as piracy that threatens its very existence, regardless of the potential benefits of the technology or the legal limits of copyright rights. In the case of YouTube, copyright owners' attempts to retain content control negatively impact the public's ability to discuss culture in an online world. This implicates the basic policy behind fair use: to prevent copyright law from "stifl[ing] the very creativity which that law is designed to foster." The internet has become a powerful medium for expression. It is a vital tool in today's world ...
A Reconsideration Of The Shareholder's Remedy For Oppression In Singapore,
Singapore Management University
A Reconsideration Of The Shareholder's Remedy For Oppression In Singapore, Pearlie Koh
Research Collection School Of Law
The statutory remedy for oppression plays an important role in minority shareholder protection in Singapore. Both the scope of its application and the court's jurisdiction to make remedial orders must necessarily be wide in order for the remedy to be effective. Nevertheless, the remedy is not without limits. Indeed, it is crucial that the boundaries of the remedy be made clear so that legitimate rule of the majority is not too often, and erroneously, equated with tyranny by the majority. This paper considers a number of issues as to the scope of the oppression remedy in Singapore through a ...
Taxation In Developing Countries: Some Recent Support And Challenges To The Conventional View,
University of Michigan Law School
Taxation In Developing Countries: Some Recent Support And Challenges To The Conventional View, Reuven S. Avi-Yonah, Yoram Margolioth
Articles
The general advice given by international institutions such as the International Monetary Fund (IMF) and the World Bank to developing countries over the past few decades has been to replace trade taxes with domestic consumption taxes, particularly value-added taxes (VAT), and to maintain relatively high corporate income tax rates. This article reviews recent literature that supports and challenges this conventional view.
How Serious Is The Problem Of Base Erosion And Profit Shifting?,
University of Michigan Law School
How Serious Is The Problem Of Base Erosion And Profit Shifting?, James R. Hines Jr.
Articles
In recent years, the problem of base erosion and profit shifting (BEPS) by multinational corporations has entered the public consciousness as a potentially important impediment to tax collections. The purpose of this article is to identify the nature of BEPS, consider empirical evidence of its magnitude, and evaluate proposed policy responses. There is considerable evidence that multinational firms arrange their affairs in a tax-sensitive manner, from which it is easy—indeed, perhaps a little too easy—to infer that beps is a serious problem. There are journalistic accounts of apparently spectacular international tax-avoidance schemes used by multinational corporations, though these ...
