Introduction to Company Law

2020 ◽  
Author(s):  
Paul Davies
Keyword(s):  
Corporate Governance ◽  
Corporate Law ◽  
Company Law ◽  
The Other ◽  
Soft Law ◽  
Organisational Structure ◽  
Controlling Shareholders ◽  
Trade Offs ◽  
The Social ◽  
The Law

Introduction to Company Law provides a conceptual introduction and a clear framework with which to navigate the intricacies of company law. The book analyses the mechanisms through which the law provides an organisational structure for the conduct of business. Given that structure, the book discusses how the law seeks to reduce the costs of using it, whether these are costs for managers, shareholders as a class, non-controlling shareholders, creditors, or employees, identifying the trade-offs involved. This discussion takes in both the Companies Act 2006 and various types of ‘soft law’, notably the Corporate Governance and Stewardship Codes. This third edition contains two new chapters: one on liability and enforcement and the other on the social function of corporate law. Both are issues that have come to prominence in the aftermath of the financial crisis of 2007–09.

Introduction to Company Law

2020 ◽  
Author(s):  
Paul Davies
Keyword(s):  
Corporate Governance ◽  
Corporate Law ◽  
Company Law ◽  
The Other ◽  
Soft Law ◽  
Organisational Structure ◽  
Controlling Shareholders ◽  
Trade Offs ◽  
The Social ◽  
The Law

Introduction to Company Law provides a conceptual introduction and a clear framework with which to navigate the intricacies of company law. The book analyses the mechanisms through which the law provides an organisational structure for the conduct of business. Given that structure, the book discusses how the law seeks to reduce the costs of using it, whether these are costs for managers, shareholders as a class, non-controlling shareholders, creditors, or employees, identifying the trade-offs involved. This discussion takes in both the Companies Act 2006 and various types of ‘soft law’, notably the Corporate Governance and Stewardship Codes. This third edition contains two new chapters: one on liability and enforcement and the other on the social function of corporate law. Both are issues that have come to prominence in the aftermath of the financial crisis of 2007–09.

scholarly journals ”The good, the bad, and the ugly” private benefits of control and their regulatory implications

2008 ◽  
Vol 5 (4) ◽  
pp. 477-491 ◽  
Author(s):  
Alessio M. Pacces
Keyword(s):  
Corporate Governance ◽  
Corporate Control ◽  
Legal Protection ◽  
Corporate Law ◽  
Legal Institutions ◽  
Minority Shareholders ◽  
Private Benefits ◽  
Controlling Shareholders ◽  
Private Benefits Of Control ◽  
The Law

This paper attempts to shed a new light on the economics and the law of corporate governance. It so does by taking stock of the weaknesses of the standard account of how law ‘matters’ for separation of ownership and control. This account fails to explain comparative corporate governance. Both the ownership structure and the functioning of the market for corporate control do not seem to depend entirely on the strength with which non-controlling shareholders are protected by corporate law. Without claiming that legal protection of minority shareholders does not matter in corporate governance, this paper shows that protection and exchange of corporate control is at least as important and so are the legal institutions that support them. This result is derived by introducing a third category of private benefits of control (idiosyncratic PBC), which supplements the more traditional specifications as inefficient consumption of control perquisites (distortionary PBC) or outright expropriation of shareholder value (diversionary PBC).The implications for corporate law are broader than those of the ‘law matters’ framework. Even though legal institutions effectively constrain expropriation of non-controlling shareholders, they may still make corporate governance inefficient when they fail to provide entitlements to uncontested control in dependently of how much ownership is retained by corporate controllers. Likewise, regulation may undermine the takeover process when it restricts side payments that ultimately support efficient bargaining upon the value of corporate control

An Economic and Jurisprudential Genealogy of Corporate Law. By Michael J. Whincop. [Aldershot: Ashgate. 2001. xviii, 222, (Bibliography) 20 and (Index) 5 pp. Hardback £45. ISBN 1–84014–773–3.]

2002 ◽  
Vol 61 (2) ◽  
pp. 463-492
Author(s):  
John Armour
Keyword(s):  
Corporate Law ◽  
Company Law ◽  
Economic Methodology ◽  
Evolutionary Account ◽  
High Profile ◽  
Intuitive Appeal ◽  
History Of ◽  
The Law

Economic analysis has recently gained a high profile in English company law scholarship, not least through its employment by the Law Commissions and its resonance with the Company Law Review. This approach has taught us much about how company law functions in relation to the marketplace. Whincop’s book is, however, the first attempt to use economic methodology not only to explain how the law functions, but also to provide an evolutionary account of why the history of English company law followed the path it did. The result is a thesis that, whilst complex, has a powerful intuitive appeal for those familiar with Victorian company law judgments.

Voices of Spectators and Audience Power

Pólemos ◽  
2015 ◽  
Vol 9 (2) ◽  
Author(s):  
Christian Biet
Keyword(s):  
Social Relationship ◽  
The Other ◽  
Long Period ◽  
The Social ◽  
The Common ◽  
Dramatic Action ◽  
The Law ◽  
The Voice ◽  
The Way

AbstractTheatre and law are not so different. Generally, researchers work on the art of theatre, the rhetoric of the actors, or the dramaturgy built from law cases or from the questions that the law does not completely resolve. Trials, tragedies, even comedies are close: everybody can see the interpenetration of them on stage and in the courts. We know that, and we know that the dramas are made with/from/of law, we know that the art the actors are developing is not so far from the art of the lawyers, and conversely. In this paper, I would like to have a look at the action of the audience, at the session itself and at the way the spectators are here to evaluate and judge not only the dramatic action, not only the art of the actors, not only the text of the author, but also the other spectators, and themselves too. In particular, I will focus on the “common judgment” of the audience and on its judicial, aesthetic and social relationship. The spectators have been undisciplined, noisy, unruled, during such a long period that theatre still retains some prints of this behaviour, even if nowadays, the social and aesthetic rule is to be silent. But uncertainty, inattention, distraction, contradiction, heterogeneity are the notions which characterise the session, and the judgments of the spectators still depend on them. So, what was and what is the voice of the audience? And with what sort of voice do spectators give their judgments?

What is the Nature of the Crime of the Delinquent Daughter in Deuteronomy 22:13-21? A Rejoinder to J. Fleishman's Suggestion

2009 ◽  
Vol 59 (3) ◽  
pp. 446-459
Author(s):  
Meir Malul
Keyword(s):  
Death Penalty ◽  
The Other ◽  
Exact Nature ◽  
Previous Suggestion ◽  
Social Community ◽  
Legal Proceedings ◽  
The Social ◽  
The Law ◽  
New Interpretation ◽  
The One

AbstractThe exact nature of the girl's crime in the law of the delinquent daughter in Deut 22:13-21 is examined, starting by a detailed critique of J. Fleishman's previous suggestion in this journal (vol. 58, pp. 191-210) to construe it in the light of the law of cursing the parents in Exod 21:17 and understand it as an innovation and restriction of the latter law. In his view, the girl's sin is tantamount to cursing her parents, which, like the sin of the glatton and drunkard son according to Deut 21: 18-21, meant the undermining of the parents' authority and status, for which both boy and girl deserved the death penalty. In the following critique, it is underlined that the girl's sin is, first, not one of omission but of commission, and, second, it is not against her parents but against her husband, who is also the one to initiate the legal proceedings. A new interpretation is suggested, according to which the girl's crime, defined in v. 21 as an act of and a deed of, consisted not only in concealing her previous loss of virginity from her husband, thus deceiving him and her parents, but also in duping her husband into committing a sin comparable to that of lying with a menstruating, and thus desolate, woman. Being deprived of virginity, and thus of the socially recognized status of a virgin, she became, like Tamar (2 Sam 13:20), “desolate, forlorn”, an unenviable state from which only her seducer/ravisher could redeem her (thus are the sense and goal of the laws of the seduced virgin in Exod 22:15-16 and Deut 22:28-29). Trying to dupe her husband into steping in and performing what custom and law dictated the other man—the seducer/ravisher—should have done, and thus to arrogate to herself a social status she did not deserve, was then tantamount to undermining social structure and striking at the fibers that constituted the essence and integrity of the social community (cf. Prov 30:21-23).

Company law and workers' interests

2005 ◽  
Vol 11 (2) ◽  
pp. 179-188 ◽  
Author(s):  
Robbert van het Kaar
Keyword(s):  
Corporate Governance ◽  
Employee Participation ◽  
Company Law ◽  
The Other ◽  
Current Debate ◽  
European Directives ◽  
European Company ◽  
Cross Border ◽  
The One ◽  
Takeover Bids

Developments in company law in many cases have a significant impact on the interests of employees and their representatives. This article gives an overview of the implications of the 14 European directives and draft directives in this area. It also takes a closer look at the 13th Directive on public takeover bids, and goes on to examine developments in the field of corporate governance. What is the place for the workers in the current debate and the various codes of behaviour that have come into being? From the employee viewpoint the developments appear to be ambiguous. On the one hand, there are signs that employees are no longer regarded as serious stakeholders in the company. On the other, the 13th Directive, the proposed Tenth Directive on cross-border mergers, the SE (European Company) Directive on employee participation and other instruments make clear provision for participation by employee representatives.

The End of Contractarianism?

2014 ◽  
pp. 517-538
Author(s):  
Kent Greenfield
Keyword(s):  
Corporate Governance ◽  
Global Financial Crisis ◽  
Corporate Law ◽  
Securities Market ◽  
Neoclassical Economics ◽  
Economic Rationality ◽  
Homo Economicus ◽  
Securities Law ◽  
The Law ◽  
The Global Financial Crisis

For a generation, the law of corporations depended on, and sprang from, a notion of economic rationality. This rationality took as its touchstone the efficiency of the marketplace (especially the securities market) and the predictability of the utility-maximizing behavior of the various actors. But behavioralism continues its victorious expansion throughout the law. Though corporate and securities law was perhaps one of the last bastions in the legal academy of the assumptions of neoclassical economics, it is safe to say that the global financial crisis finally marked the end of the glory days of homo economicus. This chapter will describe some of the ways in which economic rationality affected corporate law doctrine and scholarship during its heyday and will then turn to the behavioral research with implications for corporate governance and securities.

scholarly journals Relacja prawa i moralności z prawnego punktu widzenia. Moralność partykularna a moralność kooperatywna

2020 ◽  
pp. 42-53
Author(s):  
Jerzy Leszczyński
Keyword(s):  
Point Of View ◽  
The Other ◽  
Individual Identity ◽  
Michael Walzer ◽  
Public And Private ◽  
Legal Problems ◽  
The Social ◽  
Law And Morality ◽  
The Law

This article describes the relation between law and morality when applied to solving legal problems. The relation in question is not understood solely as a conflict between law and morality which implies a need to decide in favour of one or the other. Indeed, moral substance of law make references to morality not only possible but necessary. The limit for those references is established by the principle of equality before the law. Moreover, an internal diversification of morality is analyzed. Some part of it needs to be secured by law, which in itself does not harm the social or individual identity, that is, public and private morality is distinguished, then minimal and maximal morality – concepts proposed by Michael Walzer. This idea, approached from a legal point of view, leads to the formulation of what seems the best-founded proposal: particular and cooperative morality.

scholarly journals An Overview of Violence as a Vice of Consent

2021 ◽  
Vol 7 (2) ◽  
pp. 158-164
Author(s):  
Loredana VLAD ◽  
Keyword(s):  
Human Nature ◽  
Social Contract ◽  
The Other ◽  
Natural State ◽  
The Social ◽  
The Law ◽  
The Individual

People are considered bio-psycho-social beings. From the beginning of mankind, violence as part of human nature has manifested itself in relation to the other through the crime committed by Cain against his brother Abel. As time passed, it was found that a form of protection is needed to prolong the life of the individual, and thus by accepting the "social contract", man gave up his natural state in which freedom was absolute, in order to obey the law. In this paper I will bring to the fore a series of considerations with a focus on violence, emphasizing the idea of the vice of consent.

Sign in / Sign up

Export Citation Format

Share Document