This paper presents a positive model which shows that institutional setups on capital and labor markets might be intertwined by politicoeconomic forces. Some countries especially in continental Europe exhibit a corporatist politicoeconomic equilibrium with a sustantial protection of insiders on...

Die Öffnung des deutschen Bilanzrechts bewirkt eine zunehmende Anwendungsbreite von internationalen Rechnunungslegungsnormen (wie insbesondere der US-GAAP und der IAS) für deutsche Rechtsanwender;1 die heterogenen Normtypen und die – damit einhergehend – unterschiedlichen ökonomischen...

In a series of recent papers, Mark Roe and Lucian Bebchuk have developed further the concept of path dependence, combined it with concepts of evolution and used it to challenge the wide-spread view that the corporate governance systems of the major advanced economies are likely to converge...

We study regulation of the auditing profession in a model where audit quality is unobservable and enforcing regulation is costly. The optimal audit standard falls short of the first-best audit quality, and is increasing in the riskiness of firms and in the amount of funding they seek. The model...

This paper presents a positive model which shows that institutional setups on capital and labor markets might be intertwined by politicoeconomic forces. Two politicoeconomic equilibria arise from our model, one with little protection of insiders on capital and labor markets, and another one with...

We argue that in an unreliable enforcement regime, transactions tend to become intermediated through institutions or concentrated among agents bound by some form of private enforcement. Provision of funding shifts from risk capital to debt, and from markets to institutions with long term...

In this contribution we explore the possibilities and use of mediation clauses in bye-laws. We first explore the concept of mediation, the many definitions and different styles and approaches and define what we consider mediation in its strict sense. We then explore the use and practice of...

In Citizens United, the United States Supreme Court held that, at least for many purposes, corporations are people too. This brief essay argues that principles of reciprocity, rooted in moral theory and social science, require, in exchange for the benefits the Court has granted, corporations to...

Corporate liability regimes have two major social goals: inducing corporations to internalize all social ramifications of their activity; and inducing corporations to prevent, deter, and report their employee misconduct. The scholarly polemic has shown that none of the liability regimes...

Theoretical debates about the nature of the corporation have raged for over a century, with competing visions of the corporation holding sway in different regulatory arenas and each making claims for normative supremacy. Yet courts and commentators alike have persistently failed to consider the...