This article argues that a significant amount of law is privately made and suggests that privately made law should be subjected to the same kinds of questioning as publicly made law, considering in the end whether privately made law might be considered quot;molecular federalism.quot; Private...

This article looks at the impact of human rights on other areas of law and the possible impact of a human rights codification in the EC in the context of the Draft Constitution. It examines how non-economic considerations, such as the social dimension, filtered into the body of EC law. First,...

In early 2009, the Federal Reserve Board, along with the Office of Thrift Supervision (OTS) and the National Credit Union Administration (NCUA) (the quot;Agenciesquot;) proposed new rules primarily targeted to ATM and debit card transactions quot;intended to ensure that consumers have clear and...

This Article takes the controversial position that Treasury regulations are entitled to judicial deference under the Chevron doctrine, as clarified by the Supreme Court in the more recent Mead case, whether those regulations are promulgated pursuant to specific authority delegated in a...

Legal scholars devote much attention to the incorporation puzzle - why corporations so frequently incorporate in Delaware. This paper suggests that focusing on the incorporation decision overlooks a broader but intimately related set of questions. Choosing Delaware as the incorporation situs is,...

Creditors have long understood that any claims they submit for repayment in a bankruptcy might be valid, but subject to subordination in the order of payment of the bankruptcy estate's limited funds if the creditor behaved inequitably as the debtor failed. A groundbreaking opinion in Enron's...

This paper examines Delaware's judicial treatment of deal protection measures, particularly termination fee provisions. The paper explores the tension between the economic function of these provisions in inducing bidders and potentially compensating them for opportunity and transaction costs in...

The German Bundesgerichtshof (Federal Court of Justice) has recently passed a judgement in which it held board members of a company liable for oral information given to investors during a quot;road showquot;. After the company had decided on an increase in its capital, the members of its...