基本説明
It provides insights into subjects such as the role of directors, shareholders, creditors and employees; empirical studies of litigation and shareholder activism; executive compensation; corporate gatekeepers; comparative law; and behavioral approaches to law and finance. Topics are organized within five sections: corporate constituencies, insider governance, gatekeepers, jurisdiction, and new theory.
Full Description
Comprising essays specially commissioned for the volume, leading scholars who have shaped the field of corporate law and governance explore and critique developments in this vibrant and expanding area and offer possible directions for future research.
This important addition to the Research Handbooks in Law and Economics series provides insights into subjects such as the role of directors, shareholders, creditors and employees; empirical studies of litigation and shareholder activism; executive compensation; corporate gatekeepers; comparative law; and behavioral approaches to law and finance. Topics are organized within five sections: corporate constituencies, insider governance, gatekeepers, jurisdiction, and new theory. Taken as a whole, the volume serves as an introduction for those new to the field and as a reference for those unfamiliar with some of the topics discussed.
Authoritative and accessible, the Research Handbook on the Economics of Corporate Law will be a valuable resource for students, scholars, and practitioners of corporate law and economics.
Contributors: R.B. Ahdieh, V. Atanasov, S.M. Bainbridge, B. Black, M.M. Blair, M.T. Bodie, C.S. Ciccotello, D.C. Clarke, L.A. Cunningham, A. Darbellay, S.M. Davidoff, L.M. Fairfax, F. Ferri, J.E. Fisch, T. Frankel, R.J. Gilson, S.J. Griffith, C.A. Hill, R. Kraakman, D.C. Langevoort, I.B. Lee, B.H. McDonnell, R.W. Painter, F. Partnoy, D.G. Smith, R.S. Thomas, R.B. Thompson, D.I. Walker, C.K. Whitehead
Contents
Contents:
1. Introduction: The Evolution of the Economic Analysis of Corporate Law
Claire A. Hill and Brett H. McDonnell
PART I: CORPORATE CONSTITUENCIES
2. Director Primacy
Stephen M. Bainbridge
3. Corporate Law and the Team Production Problem
Margaret M. Blair
4. The Role of Shareholders in the Modern American Corporation
D. Gordon Smith
5. Creditors and Debt Governance
Charles K. Whitehead
6. Employees and the Boundaries of the Corporation
Matthew T. Bodie
7. The Role of the Public Interest in Corporate Law
Ian B. Lee
PART II: INSIDER GOVERNANCE
8. Fiduciary Duties: The Emerging Jurisprudence
Claire A. Hill and Brett H. McDonnell
9. Empirical Studies of Representative Litigation
Randall S. Thomas and Robert B. Thompson
10. The Elusive Quest for Director Independence
Lisa M. Fairfax
11. 'Low-Cost' Shareholder Activism: A Review of the Evidence
Fabrizio Ferri
12. Takeover Theory and the Law and Economics Movement
Steven M. Davidoff
13. The Law and Economics of Executive Compensation: Theory and Evidence
David I. Walker
PART III: GATEKEEPERS
14. Transaction Cost Engineers, Loophole Engineers or Gatekeepers: The Role of Business Lawyers After the Financial Meltdown
Richard W. Painter
15. Credit Rating Agencies and Regulatory Reform
Aline Darbellay and Frank Partnoy
16. The Influence of Law and Economics on Law and Accounting: Two Steps Forward, One Step Back
Lawrence A. Cunningham
17. The Role and Regulation of the Research Analyst
Jill E. Fisch
18. D&O Insurance and the Ability of Shareholder Litigation to Deter
Sean J. Griffith
19. The Influence of Investment Banks on Corporate Governance
Tamar Frankel
PART IV: JURISDICTION
20. Varieties of Corporate Law-Making: Competition, Preemption, and Federalism
Robert B. Ahdieh
21. The Past and Future of Comparative Corporate Governance
Donald C. Clarke
PART V: NEW THEORY
22. Self-Dealing by Corporate Insiders: Legal Constraints and Loopholes
Vladimir Atanasov, Bernard Black and Conrad S. Ciccotello
23. Behavioral Approaches to Corporate Law
Donald C. Langevoort
24. Market Efficiency After the Fall: Where Do We Stand Following the Financial Crisis?
Ronald J. Gilson and Reinier Kraakman
Index
