A history of Canadian corporate law: a divergent path from the American model?

Author(s):  
Fenner L. Stewart
2002 ◽  
Vol 61 (2) ◽  
pp. 463-492
Author(s):  
John Armour

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.


Author(s):  
Valentyna Vasylieva ◽  
Anatolii Kostruba

The article is devoted to adaptation of the national corporate law to the law of European Union`s corporations. Special attention has been given to define the legal nature of the corporation. It is concluded that there is no established understanding of the above concepts in national legal science. The main approaches to the corporate legal nature in particular European systems of justice - in FRG, France, England - are considered in depth. Significant differences between the legislation of Ukraine and legislation of the European Union countries based on the history of their development and peculiarities of specific national systems of justice are detected. The regulation of corporate relations in the European Union at supranational level is considered. It is concluded that the European Union supranational law is its corporate law. The priority areas for unification of European corporate law at the supranational level are analyzed. The main instruments to adjust the activities of corporations in EU law are identified to be the Directives aimed at harmonizing and unifying national legislation of EU Member States.


Author(s):  
Ethan Mordden

This book tells the full history of the British musical, from The Beggar's Opera (1728) to the present, by isolating the unique qualities of the form and its influence on the American model. To place a very broad generalization, the American musical is regarded as largely about ambition fulfilled, whereas the British musical is about social order. Oklahoma!'s Curly wins the heart of the farmer Laurey—or, in other words, the cowboy becomes a landowner, establishing a truce between the freelancers on horseback and the ruling class. Half a Sixpence, on the other hand, finds a working-class boy coming into a fortune and losing it to fancy Dans, whereupon he is reunited with his working-class sweetheart, his modest place in the social order affirmed. Anecdotal and evincing a strong point of view, the book covers not only the shows and their authors but the personalities as well—W. S. Gilbert trying out his stagings on a toy theatre, Ivor Novello going to jail for abusing wartime gas rationing during World War II, fabled producer C. B. Cochran coming to a most shocking demise for a man whose very name meant “classy, carefree entertainment.”


Author(s):  
Franx Jan Paul

This chapter discusses Dutch law. The history of the present statutory rules on prospectus liability in the Netherlands dates back to 1928, the year in which Dutch corporate law was codified. Like the annual report which companies had to publish on a yearly basis, the Dutch legislator considered the prospectus as a corporate document and therefore was of the opinion that a statutory rule on prospectus liability should be issued together with the Companies Act. Codification of prospectus liability was effectuated by formulating it as a special category of tort in the Dutch Civil Code (DCC). The act of 1928 provided that managing and supervisory directors of the issuer would be jointly and severally liable with the issuer itself for misleading statements in the prospectus. This had to do with the view of the legislator — that the decision of investors to invest in a company was to a large extent based on the reputation of management. As a result of this joint and several liability of directors, the first Dutch legislation on prospectus liability can be considered as being particularly investor friendly.


1985 ◽  
Vol 20 (1) ◽  
pp. 18-28 ◽  
Author(s):  
Arend Lijphart

THE UNITED STATES IS THE WORLD'S SECOND LARGEST DEMOcracy (after India) and the largest of the older well-established democracies, with a very long and uninterrupted history of free elections. For this reason, it can be argued that the American democratic example has been and, should be an important model for other countries to follow. This article will focus on one important aspect of the American democratic system - the pattern of electoral rules - and it will emphasize the striking differences between the American electoral process and that of most other democracies. This contrast obviously affects the applicability of the American model to other countries that may be in the process of revising their electoral rules: because the United States is a deviant case in almost all respects, it presents clear alternatives to the more common attern but also dternatives that are so radical that they may ge difficult to transplant. The democracies with which the American pattern of electoral systems will be compared and contrasted are the 20 countries which, Me the United States, have been democratic without interruption for a relatively long time, that is, since approximately the end of the Second world War: the four large West European countries (Great Britain, France, West Germany, and Italy), the five Nordic countries (Sweden, Denmark, Norway, Finland, and Iceland), the Benelux countries (the Netherlands, Belgium and Luxembourg), Ireland, Switzerland, Austria, and five countries outside Europe (Canada, Israel, Japan, Australia, and New Zealand).


Author(s):  
Amanda Porterfield

Corporate Spirit describes the development of corporate institutions in the United States and the earlier history of corporate organization from which American institutions emerged. Beginning with the origins of legal incorporation in Roman antiquity, the book traces the development of corporate idealism and its violations in European and American history. It highlights the kinship between churches and commercial entities and the importance of corporate structures for understanding wealth and expansion in both areas. The book emphasizes the continuing influence of idealism about corporations as voluntary associations, rooted in the trope of a body and its cooperating members. Religious appeals to a supernatural world, combined with the separation between commercial and nonprofit organization in American law, make the kinship between churches and commercial institutions easy to overlook. But as corporate charters multiplied, the separation of church and state leveled the legal terrain on which both religion and business operated, expediting the flow of ideas between them and the development of common strategies. Problems of accountability run through this narrative, as corruption and demands for reform shaped and reshaped corporate institutions and their historical development. This book shows how contemporary questions about corporate regulation have emerged from a history of debates over corporate accountability and from related major developments in the history of corporate law. It sets recent trends in corporate growth, innovation, and malfeasance in the context of the long, disputatious history of corporate institutions.


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