For many years, jurists have struggled to rationalise the common law rules which describe the circumstances in which it is justifiable to eschew the principle of separate legal personality which posits that a company is distinct from its members and managers. This is not particularly surprising....

Dozens of judicial opinions have held that shareholders own corporations, that directors are agents of shareholders, and even that directors are trustees of shareholders' property. Yet, until now, it has never been proven. These doctrines rest on unsubstantiated assumptions. In this book the...

Artificial Intelligence (hereafter: AI) is transforming our everyday life in many important respects. The corporate realm is no exception. Many corporations cannot avoid facing the variety of issues raised by the increasing importance that AI plays within firms. Can an AI-based system be...

China's economy has ascended rapidly to become one of the world's most powerful economic forces yet there is evidence such growth may be slowing. In particular, the combination of high unit output and low wages that have contributed to China's economic success are under increasing pressure due...

This article specifically addresses the theme of revitalisation of Australian law in the facilitation of purpose-based companies. It is the second of two articles on purpose-based governance in the charitable and for-profit spheres. Building on the first article, this article critically analyses...

Assuming a ‘hard Brexit,' the article seeks to analyse the impact of the UK's decision to leave the European Union on corporate law in the UK and at EU level, focusing on general trajectories, cross-border corporate mobility and cross-border restructuring

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...

Courts perform a variety of different tasks in administering the law that governs corporations. One group of tasks involves fitting the law that governs corporations into the rest of the fabric of the law. This involves both fitting corporations law into the general law, and deciding whether...

Donahue v. Rodd Electrotype Company of New England should be viewed as a beachhead of progress concerning fiduciary duties owed among the shareholders in small companies. The author argues that the decision should be followed by other United States jurisdictions. He also encourages the courts in...

In this paper, we explain the methodological shifts that have occurred over time in the study of company law. Our hypothesis is that comparative company law has developed and evolved as a bridge between two extremes. On the one hand, the doctrinal, black-letter law approach to company law,...