Category Archives: Business Organisation
Mary Arden, ‘In whose interests should companies be run?’
This is one of the most contested questions in modern company law. In the UK it is usually answered by saying that companies must be run for the benefit of shareholders, but the recent decision of the UK Supreme Court – in BTI 2014 LLC v Sequana SA [2022] UKSC 25, [2024] AC 211 – […]
Trang Nguyen, ‘Global Company Towns’
ABSTRACT The employer provided everything – wages, housing, post office, parks, canteens. Such a model of the ‘company town’, where a single corporation dominates in multiple capacities as employer, landlord, service provider, and quasi-regulator over a dwelling area, has endured across borders and time. It can portray textile mills in 18th century England and coal […]
Sujata Singh, ‘Corporate Responsibility: Transparency and Disclosure’
ABSTRACT Purpose: This study investigates the crucial role of transparency and disclosure in corporate responsibility. It aims to pinpoint the key elements that make transparency practices effective and examine how these practices affect stakeholder trust and corporate reputation. Study Design: A mixed-methods approach is used, combining qualitative and quantitative data collection and analysis. The research […]
Mark Leeming, ‘Company law and trusts law: The use and misuse of principle’
ABSTRACT Company directors have long been subjected to duties by statute and pursuant to the constituent corporate documents-originally royal charters, later deeds of settlement, still later memoranda and articles of association, and now for most Australian companies, corporate constitutions pursuant to federal statute. These might seem to be unpropitious foundations for equity. Yet this is […]
De ruysscher, Dave, Grotius and Limited Liability
ABSTRACT Grotius’s ideas on proportionate and limited liability, as mentioned in the Inleidinge and De iure belli ac pacis, were novel in comparison to the civilian doctrine of his time. Grotius drew from sources of local law and statutes regarding maritime law but was nonetheless original in his interpretations. Grotius proposed to consider the liability […]
Joel Bakan, ‘Reflection: Corporate Capitalism’s Moral Lack’
ABSTRACT Corporate capitalism changed dramatically in the early 2000s. The 1980s mantra that ‘greed is good’ gave way to corporate vows to prioritize social and environmental values alongside profit. The rise of the ‘new corporation’ purported to answer a question first raised in the nineteenth century: How do we ensure corporations are legally and morally […]
‘Private Credit’
Jared A Ellias and Elisabeth de Fontenay, ‘The Credit Markets Go Dark’, 134 Yale Law Journal 779 (2025). Corporate governance and corporate finance operate very differently as legal academic topics. With governance, there’s always some new legal development – a Delaware ruling, a provision in a corporate code, or a new SEC regulation. Failing that, […]
Shobe and Shobe, ‘Contractual Control in Dual-Class Corporations’
ABSTRACT Founders and other corporate insiders often seek to control the companies they take public. For over a century, they have used high-vote stock to obtain disproportionate control rights, which has resulted in seemingly endless debate among scholars, investors, and regulators. More recently, insider shareholders have used a different mechanism to obtain outsized corporate control […]
Bloomfield and Gordon, ‘The Law and Economics of Resilience’
ABSTRACT The field of law and economics has long studied externalities, the costs and benefits actors create and yet fail to internalize. But scholars have largely overlooked a set of externalities that lead firms across the economy to systematically underinvest in resilience, with macroeconomically harmful consequences. In this Article, we address this gap with a […]
Dignam and Canruh, ‘Into reverse: redesigning veil piercing’
ABSTRACT This paper considers the status of reverse veil piercing (RVP) in the UK courts and provides a framework for developing it in a coherent manner. It considers the recent emergence of RVP and then considers the concept of separability with regard to corporate personality and its impact on veil piercing. In doing so it […]