Berle And The Entrepreneur,
2010
Seattle University School of Law
Berle And The Entrepreneur, Charles R.T. O'Kelley
Seattle University Law Review
In the first and last four chapters (“the Five Chapters”) of The Modern Corporation and Private Property, Adolf Berle, Jr. describes in sweeping terms a fundamental transformation of the American economy. . . . Writing more than ten years before Berle, another seminal scholar, Frank Knight . . . developed a theory of the entrepreneur as part of his larger effort to more carefully explain the theoretical underpinnings of a free-market economy. . . . Given Knight’s prominence and the fact that Knight apparently reached dramatically different conclusions than did Berle concerning the consequences flowing from separation of ownership …
The Birth Of Corporate Governance,
2010
Seattle University School of Law
The Birth Of Corporate Governance, Harwell Wells
Seattle University Law Review
Part I of this Article briefly examines the concept of “corporate governance” and argues for dating the concept’s origins to the debates of the 1920s. Part II then moves on to examine early scholarly and popular discussions of the separation of ownership and control. After surveying the historical developments that produced the recognizably modern corporate economy around the turn of the century, it examines early scholarly and popular discussions of the separation of ownership and control, focusing on three major thinkers, Louis D. Brandeis, Walter Lippmann, and Thorstein Veblen. It argues that, while each of these authors examined the separation …
Too Big To Fail?: Recasting The Financial Safety Net,
2010
Duke Law School
Too Big To Fail?: Recasting The Financial Safety Net, Steven L. Schwarcz
Faculty Scholarship
Government safety nets in the United States and abroad focus, anachronistically, on problems of banks and other financial institutions, largely ignoring financial markets which have become major credit sources for consumers and companies. Besides failing to protect these markets, this narrow focus encourages morally hazardous behavior by large institutions, like AIG and Citigroup, that are "too big to fail." This paper examines how a safety net should be recast to protect financial markets and also explains why that safety net would mitigate moral hazard and help resolve the too-big-to-fail dilemma.
The Market Reaction To Legal Shocks And Their Antidotes: Lessons From The Sovereign Debt Market,
2010
Duke Law School
The Market Reaction To Legal Shocks And Their Antidotes: Lessons From The Sovereign Debt Market, Michael Bradley, James D. Cox, Mitu Gulati
Faculty Scholarship
In October 2000 a hedge fund holding an unpaid debt claim won an enormous victory against the debtor, the Republic of Peru, through an opportunistic interpretation of the common pari passu clause by a Brussels court. This development was met by charges from policy makers and practitioners that the court's decision (its novel interpretation of the pari passu clause) would lead to a dramatic increase in the risks of holdout litigation faced by sovereign debtors. Over the ensuing years, multiple reform solutions were proposed including the revision of certain contractual terms, the filing of amicus briefs in a key case, …
Voting Power Without Responsibility Or Risk: How Should Proxy Reform Address The Decoupling Of Economic And Voting Rights,
2010
Villanova University Charles Widger School of Law
Voting Power Without Responsibility Or Risk: How Should Proxy Reform Address The Decoupling Of Economic And Voting Rights, Roberta S. Karmel
Villanova Law Review (1956 - )
No abstract provided.
Federal Courts Not Federal Tribunals,
2010
University of Missouri - Kansas City, School of Law
Federal Courts Not Federal Tribunals, Lumen N. Mulligan
Faculty Works
The Court has employed inferred-cause-of-action doctrine to foster the rights of individuals, from injured workers to female college applicants to defrauded investors and targets of racial discrimination. Although the question of whether the federal courts ought to infer causes of action from federal statutes is an old chestnut in the federal-courts field, a new basis for barring such a practice has arisen, requiring fresh attention to the Court's inferred-cause-of-action doctrine. This new position asserts that inferring a cause of action is not merely poor judicial policy but extra-jurisdictional under either 28 U.S.C. - 1331 or Article III. Borrowing a phrase …
Fending For Themselves: Why Securities Regulations Should Encourage Angel Groups,
2010
UC Hastings College of the Law
Fending For Themselves: Why Securities Regulations Should Encourage Angel Groups, Abraham J. B. Cable
Faculty Scholarship
No abstract provided.
Reframing And Reforming The Securities And Exchange Commission: Lessons From Literature On Change Leadership,
2010
Villanova University Charles Widger School of Law
Reframing And Reforming The Securities And Exchange Commission: Lessons From Literature On Change Leadership, Joan Mcleod Heminway
Villanova Law Review (1956 - )
The article discusses the lessons learned from the restructuring of the U.S. Securities and Exchange Commission (SEC) under the Sarbanes-Oxley Act. The strengths and weakness of the SEC reform measures are highlighted. Key reform proposals stemming from the global financial crisis and reform efforts being undertaken as of the spring of 2010 include overhauling or abolishing the SEC, managing the SEC through the Federal Reserve or the Department of the Treasury, and combining the SEC with the Commodity Futures Trading Commission (CFTC).
Fiduciary Obligations Of Broker-Dealers And Investment Advisers,
2010
Villanova University Charles Widger School of Law
Fiduciary Obligations Of Broker-Dealers And Investment Advisers, Arthur B. Laby
Villanova Law Review (1956 - )
The article discusses fiduciary obligation that broker-dealers and investment advisers owe their clients. It addresses questions in ascertaining whether financial reform is needed. The fiduciary obligations imposed on brokers and advisers are examined. An analysis of whether fiduciary duties should be imposed on brokers providing advice is offered.
Moving Beyond The Clamor For Hedge Fund Regulation: A Reconsideration Of Client Under The Investment Advisers Act Of 1940,
2010
Villanova University Charles Widger School of Law
Moving Beyond The Clamor For Hedge Fund Regulation: A Reconsideration Of Client Under The Investment Advisers Act Of 1940, Anita K. Krug
Villanova Law Review (1956 - )
The article argues that a better approach for hedge fund regulation in the U.S. would be for law to regard private fund investors as clients of the managers of those funds. It discusses the regulatory regime governing investment advisers. The Investment Advisers Act of 1940 is tasked to regulate investment advisers and to require some investment advisers to be registered with the Securities and Exchange Commission (SEC).
One Nation, Under Securities Fraud: The Third Circuit Notches A Win For Federalism In In Re Lord Abbett Mutual Funds Fee Litigation,
2010
Villanova University Charles Widger School of Law
One Nation, Under Securities Fraud: The Third Circuit Notches A Win For Federalism In In Re Lord Abbett Mutual Funds Fee Litigation, Ethan H. Townsend
Villanova Law Review (1956 - )
No abstract provided.
The Decline Of Investment Banking: Preliminary Thoughts On The Evolution Of The Industry 1996-2008,
2010
University of Maryland Francis King Carey School of Law
The Decline Of Investment Banking: Preliminary Thoughts On The Evolution Of The Industry 1996-2008, Robert J. Rhee
Journal of Business & Technology Law
No abstract provided.
Rethinking Board Function In The Wake Of The 2008 Financial Crisis,
2010
University of Maryland Francis King Carey School of Law
Rethinking Board Function In The Wake Of The 2008 Financial Crisis, Nicola Faith Sharpe
Journal of Business & Technology Law
No abstract provided.
Corporate Governance And Securities Law Responses To The Financial Crisis,
2010
University of Maryland Francis King Carey School of Law
Corporate Governance And Securities Law Responses To The Financial Crisis, Lisa M. Fairfax
Journal of Business & Technology Law
No abstract provided.
Integrating The Financial Crisis In The Business Associations Course: Benefits And Pitfalls,
2010
University of Maryland Francis King Carey School of Law
Integrating The Financial Crisis In The Business Associations Course: Benefits And Pitfalls, Afra Afsharipour
Journal of Business & Technology Law
No abstract provided.
The Best Of Times, The Worst Of Times: Securities Regulation Scholarship And Teaching In The Global Financial Crisis,
2010
University of Maryland Francis King Carey School of Law
The Best Of Times, The Worst Of Times: Securities Regulation Scholarship And Teaching In The Global Financial Crisis, Joan Macleod Heminway
Journal of Business & Technology Law
No abstract provided.
Ignoring The Writing On The Wall: The Role Of Enterprise Risk Management In The Economic Crisis,
2010
University of Maryland Francis King Carey School of Law
Ignoring The Writing On The Wall: The Role Of Enterprise Risk Management In The Economic Crisis, Michelle M. Harner
Journal of Business & Technology Law
No abstract provided.
Examining Government Reform In The Wake Of The Financial Crisis,
2010
University of Maryland Francis King Carey School of Law
Examining Government Reform In The Wake Of The Financial Crisis
Journal of Business & Technology Law
No abstract provided.
The Road Not Taken: Rethinking Securities Regulation And The Case For Federal Merit Review,
2010
Gonzaga University School of Law
The Road Not Taken: Rethinking Securities Regulation And The Case For Federal Merit Review, Daniel J. Morrissey
University of Richmond Law Review
No abstract provided.
Banks And Brokers And Bricks And Clicks: An Evaluation Of Finra's Proposal To Modify The "Bank Broker-Dealer Rule",
2010
Elisabeth Haub School of Law at Pace University
Banks And Brokers And Bricks And Clicks: An Evaluation Of Finra's Proposal To Modify The "Bank Broker-Dealer Rule", Jill I. Gross
Elisabeth Haub School of Law Faculty Publications
As discussed in this article, the proposed rule change protects bank customers who may be solicited for the purchase of investment products and services, but only to a limited extent. It does not rectify sales practices of broker-dealers--affiliated with financial institutions--which tend to confuse, and even mislead, financially unsophisticated investors of modest means who can least afford to be exposed to excessive risk. Additionally, the proposed rule change adds no meaningful surveillance, inspection, enforcement, or punitive mechanisms to prevent and/or redress insidious practices that are akin to “bait and switch” tactics and are particularly effective against financially unsophisticated investors. In …
