Category Archives: Business Organisation
Kenneth Khoo, ‘The Law and Economics of Shareholder Democracy’
ABSTRACT Despite nearly a century of research on business organizations, most Law and Economics scholars continue to interpret corporate law primarily as a response to agency costs arising from a complex network of contractual relationships within the firm. While agency-cost theories offer valuable insights into certain principal-agent relationships – particularly those between shareholders and directors […]
Katharine Jackson, ‘Corporate Populism: Musk’s Challenge to the Rule of Law and Equity’
ABSTRACT The success of Elon Musk and his companies defy received understanding. Tesla stock creeps upwards even as it suffers the kind of setbacks that would amount to serious trauma in any other company. Musk and his boards violate their fiduciary duties routinely – and their shareholders continue thanking them by approving eye-popping compensation plans […]
Parry and Shikha, ‘Disqualification of directors and education requirements; supporting responsible directorship’
ABSTRACT This paper considers how education can address two persistent problems concerning directors of smaller companies. Virtually anyone can be a company director, even though this is a complex role with significant impacts. Director disqualification is the main filter, to instil market morality and improve standards among directors. Yet disqualification lacks any rehabilitative element, and […]
‘Tort Law and Social Policy’ – special number of DePaul Law Review
Discovery Gamesmanship in Mass Torts (Seth Katsuya Endo) Civil Conspiracy, Negligence, and Recklessness In Claims Against Manufacturers of Dangerous Products (John CP Goldberg and Benjamin C Zipursky) Remedy Becomes Regulation: State Making After the Fact (Samuel Issacharoff and Adam Littlestone-Luria) Farm Until It’s Gone: Industrial Animal Agriculture and the Limits of Law (Douglas A Kysar) […]
Emily Webster, ‘Earth system disruption, legal development and the company: a UK perspective’
ABSTRACT This paper evaluates company law and regulation using Earth system science (ESS) as an analytical lens. ESS draws attention to the disconnection of companies from the Earth system and the way that law, as a process of the anthroposphere, is impacted and evolving in response to Earth system disruption. It argues that, although there […]
Ewan McGaughey, ‘Divesting Fossil Fuels, Directors’ Duties, and Derivative Claims’
ABSTRACT In July 2023, planet Earth’s hottest ever month until the hottest year that followed, the Court of Appeal gave judgment in McGaughey and Davies v Universities Superannuation Scheme Ltd and its Directors [2023] EWCA Civ 873. This had become the UK’s largest crowdfunded case yet, and the first attempt to sue a board of […]
DeMott and Han, ‘An Overview of Agency Doctrine’
ABSTRACT Written as a chapter for a forthcoming volume on agency and intermediation, this paper concisely summarizes the doctrines that comprise the common law of agency in the US and other jurisdictions within the common law tradition. Agency doctrine defines and structures consensual relationships in which one person’s actions have power to affect the legal […]
David Kershaw, ‘Where is the Care in Caremark?’
ABSTRACT The essence of corporate law lies in its relationship to expertise and its control–empowering experts to further the purposes for which the corporation is formed and providing mechanisms that can control those experts. There is no fixed or optimal balance between the values of expertise and control; corporate law shifts and moves between them, […]
Claire Ariane Hill, ‘The Rhetoric and Reality of Shareholder Profit Maximization’
ABSTRACT There is presently a heated debate as to what a corporation’s purpose should be. The debate is between proponents of shareholder profit maximization (SPM), the idea that companies should be run exclusively in the financial interests of their shareholders, and proponents of stakeholderism, the idea that in addition to shareholder financial interests, companies should […]
Elise Bant, ‘Rethinking Public Responsibility: Insights From Systems Intentionality’
ABSTRACT Recent decades have seen a surge of interest in holistic models of corporate responsibility, which reflect and give effect to understandings of organisational blameworthiness. This article asks what insights these developments might offer for the accountability of public juristic persons, including the Commonwealth of Australia. This question is pressing not only in view of […]