In 2010, Morrison v. National Australia Bank Ltd. destabilized the world of securities litigation by denying those who purchased their securities outside the U.S. the ability to sue in the U.S. (as they had previously often done). Nature, however abhors a vacuum, and practitioners and other...

Advanced systems of domestic corporate law generally apply a “no reflective loss” principle to shareholder claims. Shareholder claims are permitted for direct injury to shareholder rights (such as voting rights). But shareholders generally cannot bring claims for reflective loss incurred as...

Corporate law in advanced domestic legal systems on the one hand, and typical treaties for the protection of foreign investment on the other hand, treat claims for damages by company shareholders differently. Advanced domestic systems generally bar shareholders from claiming for reflective loss...

In this Chapter, we briefly survey the common law's adventures with creditor protection over the course of American history with a special focus on Delaware, the most important jurisdiction for corporate law. We examine the evolution of the equitable doctrines that judges have used to answer a...

Entrepreneurial litigation is litigation in which the plaintiff's attorney functions as a risk-taking entrepreneur, financing, organizing, managing, and settling the litigation on behalf of numerous clients (who generally hold “negative value” claims), but with only modest oversight from the...

This paper examines the origins of investor protection under the common law by analysing the development of shareholder protection in Victorian Britain, the home of the common law. In this era, very little was codified, with corporate law simply suggesting a default template of rules....

This paper examines the origins of investor protection under the common law by analysing the development of shareholder protection in Victorian Britain, the home of the common law. In this era, very little was codified, with corporate law simply suggesting a default template of rules....

The European single market supported the creation of multinational banking groups. However, the European banking directives and the single license system were built along the model of the stand-alone bank and cannot keep pace with recent market developments. The national character of prudential...

This paper considers the potential contained in an 'internalities' approach to corporate governance. Rather than viewing the company as a 'black box' that can only be regulated through state action, we argue that corporate governance holds in tension the relationship between investors, managers...

This chapter discusses the law and finance scholarship, from its beginning to its developments into legal research and policymaking. The key issue of the importance of law for finance is illustrated along with the controversy on the law matters proposition. The focus of the chapter, however, is...