In a recent law review article Delaware Chief Justice Myron Steele argues that Delaware courts should interpret Delaware’s limited liability company (“LLC”) and limited partnership (“LP”) statutes as not including any default fiduciary duties. Therefore, he argues that the only...

Nearly every state's limited liability act provides that LLC's may be either "member-managed" or "manager-managed." This election, typically made in the publicly filed articles/certificate of organization, has a pair of implications - it determines the default internal management structure for...

We use the history of private limited liability companies (PLLCs) to challenge two pervasive assumptions in the literature: (1) Anglo-American legal institutions were better for economic development than continental Europe's civil-law institutions; and (2) the corporation was the superior form...

This work is an extension of the analysis conducted in "Papa's Brand New Bag: The Need for IRS Recognition of an Independent Nonprofit Limited Liability Company (NLLC)", which discusses the importance of the limited liability company (LLC) in the nonprofit context and the devices needed to...

Russia’s transition to market economy demanded new legal regulation of civil turnover and entrepreneurial activity. In 1994, the first part of Civil Code was adopted and it stipulated main provisions on legal entities as well as rules on limited liability companies adopted from Germany as...

Facebook founder Mark Zuckerberg and his wife, Dr. Priscilla Chan, announced they would give 99% of their net worth to – in their words – “advance[e] human potential and promot[e] equal opportunity.” To make good on this promise, however, they did not set up a traditional nonprofit,...

On July 26, 1994, Governor Cuomo signed legislation which will permit limited liability companies to be formed in New York State. When the law became effective October 24, 1994, New York was the 42nd state to enact an LLC statute. The limited liability company (“LLC”) is a new form of doing...

We study how aggregate volatility is influenced by the propagation of idiosyncratic shocks across firms through the network of ownership relations. We use detailed data on cross-holdings as well as the relevant balance sheet information for almost the entire universe of Italian limited liability...