Category Archives: Business Organisation

Seymour and Schwarcz, ‘Corporate Restructuring under Relative and Absolute Priority Default Rules: A Comparative Assessment’

ABSTRACT The European Union recently adopted a Restructuring Directive intended to facilitate the reorganization of insolvent and other financially troubled firms. Although the central goal of the Directive parallels that of chapter 11 of US bankruptcy law – to protect and maximize the value of financially distressed but economically viable enterprises by consensually reorganizing their […]

Shaojun Zhang, ‘Do Investors Care about Carbon Risk? A Global Perspective’

ABSTRACT Companies face significant carbon-transition risk as the global economy works to combat climate change. This paper studies the market-based premium associated with the carbon-transition risk in 89 countries from 2010 to 2021 and finds that firms with more carbon-intense business models earn significantly higher future returns. The carbon premium cannot be explained by unexpected […]

Chao Xi, ‘Shareholder Voting and COVID-19: The China Experience’

ABSTRACT Using state-of-the-art data mining and machine learning techniques, this research constructs a unique dataset comprising the votes cast by Chinese shareholders on 15,553 resolutions laid before 2,888 general meetings of Shanghai Stock Exchange-listed companies in the six-year period between 2015 and 2020. This research empirically depicts, for the first time, the manner in which […]

‘Cross Border Injunctions after Brexit’

“In Broad Idea International Ltd v Convoy Collateral Limited [2022] 1 AER 289 (Privy Council) (Broad Idea) Mareva relief had been granted in the High Court in BVI against a BVI company, Broad Idea, in respect of shares consisting of a minority interest (18.85%) in a Bermuda exempted company quoted on the Hong Kong stock […]

‘Will “Portfolio Primacy” Throw a Monkey Wrench in Elon Musk’s Plans to Acquire Twitter?’

“Assuming Elon Musk doesn’t withdraw his current offer to buy Twitter, is the Musk takeover really a done deal? In a recent interview with Brook Fox of ProMarket, Oliver Hart, the Nobel prize-winning economist, claimed that the fiduciary duties of investment advisers to index funds, such as BlackRock, Vanguard, and State Street (the Big Three), […]

Galit Sarfaty, ‘Corporate Actors as Translators in Transnational Lawmaking’

ABSTRACT International legal scholars have long been concerned with the transnational lawmaking process, including the development, interpretation, and implementation of international norms. Yet there has been insufficient attention devoted to the micro-level details by which international law operates. Anthropologists can shed unique insights to this process by uncovering power dynamics, disaggregating institutions and actors, and […]

‘A Q&A on the European Commission’s Proposed Corporate Sustainability Due Diligence Directive’

“In February 2022, the European Commission released its long-awaited proposed Directive on Corporate Sustainability Due Diligence, the core of which would require mandatory human rights and environmental due diligence. In this blog we provide an overview of certain aspects of the proposed Directive. This blog is excerpted from a substantially more-detailed summary of the Directive […]

Sarath Sanga, ‘The Origins of the Market for Corporate Law’

ABSTRACT I study the origins of the market for corporate charters and the emergence of Delaware as the leader of this market. Specifically, I assemble new data on 19th- and 20th-century corporations to evaluate two widely held beliefs: (1) the US Supreme Court is responsible for enabling a national market for corporate charters in the […]

Gadinis and Havasy, ‘The Quest for Legitimacy in Corporate Law’

ABSTRACT Corporations are increasingly cast in an unexpected role: that of a social reformer. Influential investors and burgeoning social movements are calling on companies to ‘take a stand’ on a variety of controversial social issues and corporate managers are struggling to respond to the new demands of their stakeholders. Retreating into the seeming neutrality of […]

Riley and Akanmidu, ‘Explaining and Evaluating Transnational Tortious Actions against Parent Companies: Lessons from Shell and Nigeria’

ABSTRACT In recent years, some of the most interesting and challenging corporate litigation has involved transnational tortious claims against parent companies. Such transnational cases raise a number of important issues which are downplayed in the literature addressing parental liability in purely ‘domestic’ cases. This article seeks to explore three such issues. The first concerns how […]