The adequacy of creditor protection is an on-going issue in corporate law. The traditional vulnerability of creditors can be traced to an entity theory of the corporation, coupled with limited liability. Creditor vulnerability is exacerbated by the existence of the corporate group, which has...

Corporate law and corporate governance are often called upon to address problems in international and transnational contexts. Financial markets are global and the problems in those markets are often similar, if not identical, even though the capital market structure across jurisdictions differs...

Business history and theory reflect a tension between public and private conceptions of the corporation. This tension and conceptual ambiguity lay close to the surface of The Modern Corporation and Private Property, in which Berle and Means portrayed the modern public corporation as straddling...

A number of recent corporate law scandals (including the Wells Fargo fraudulent accounts scandal, the Volkswagen emissions scandal, sexual harassment claims at Fox News and CBS, and various banking scandals currently under investigation in a high profile Australian Royal Commission) epitomize...

Important capital market, regulatory and technological developments have created greater investor appetite and capacity for engagement with public companies. This development is highlighted by investors’ current efforts to engage with companies in various markets on material environmental,...

Historically, the evolution and growth of American corporate law has occurred with only limited and sporadic attention to international corporate governance regimes. This article considers some possible reasons for the relative lack of attention in the United States to international corporate...

The emergence of institutional investors as shareholders has challenged, and rendered outmoded, many of the traditional assumptions about shareholders and their engagement with the corporation. There has been considerable interest in, and reassessment of, the position of institutional investors...

In 2000, the basic regulatory structure of Australian takeover law was radically altered, when the role of arbiter of takeover disputes was shifted from the courts to a specialist commercial body, the Takeovers Panel. In an early decision in 2001, Pinnacle No 8 (discussed in Hill and Kriewaldt,...

One of the perennial questions in corporate law is how much deference should be given to directors' judgments. The introduction of a statutory business judgment rule in Australia in 2000 was designed to bolster the autonomy and discretion of the board. At the same time, however, an intriguing...

This article, originally prepared as a Research Paper for Australian institutional investors (Australian Investment Managers' Association Research Paper #1/96), outlines a range of issues in contemporary debate on director and executive compensation, with particular focus on the importance of...