To investigate the widespread claim that stock market short-termism is a major drag on U.S. corporate investment, R&D, and the broad economy, the author examines trends in corporate capital investment, buybacks, and R&D that stretch back, in some cases, over the past 50 years. (He briefly...

An enduring inquiry for American corporate law scholars is why the small state of Delaware dominates corporate chartering in the United States. Several theories explain the result. I add another partial explanation: size alone makes Delaware attractive to reincorporating firms by making the...

American corporate law scholars have long focused on state-to-state jurisdictional competition as a powerful engine in the making of American corporate law. Yet much corporate law is made in Washington, D.C. Federal authorities regularly make law governing the American corporation, typically via...

Two of the core determinations made in a reorganization proceeding under chapter 11 of the Bankruptcy Code' are simply stated: Who gets how much? What will the new capital structure be? To resolve these simply stated questions of valuation and recapitalization, bankruptcy courts loosely oversee...

An enterprise markets a product that afflicts industrial workers with disease. A pharmaceutical manufacturer sells a drug that causes serious disorders in users and deformities in their children. Liability in tort is clear, we suppose.Yet the effect of the industrial product or drug may be so...

The large publicly held firm dominates business in the United States. But in other economically advanced nations, ownership is not diffuse but concentrated. Social democ-racies press managers to stabilize employment. Hence, public firms there will have higher managerial agency costs, and...

Ascertaining which enforcement mechanisms work to protect investors has been both a focus of recent work in academic finance and an issue for policy-making at international development agencies. According to recent academic work, private enforcement of investor protection via both disclosure and...