Clearinghouses are systemic nodes in financial markets that handle trillions of dollars’ worth of transactions. Yet, these critical market infrastructures stand on fragile foundations. The Dodd-Frank Wall Street Reform Act of 2010, the sweeping financial reform that followed the 2008 financial...

There are a number of papers by me and others that have discussed the federal Corporate Transparency Act (CTA) in SSRN while waiting for the final rules to be published. We are still waiting for many of those rules to be finalized or, in some cases, even proposed. Herrick Lidstone’s article,...

During the recent times, the social nature of a corporation has become a heavily debated topic. Corporations gained a predominant position in the society due to the advent of the era of consumerism and digitalization. Given the overarching status that corporations hold in the society, it became...

The efficiency of the corporate bond market is not well understood. Although many of the factors used to analyze stock market efficiency translate with some adjustments to corporate bond markets, the cause-effect factor is not intuitive and can be a source of significant confusion. In this...

The debate about the compensation of executives and directors is a discussion about incentives and agency costs. This article analyzes basic tools to reduce agency costs and also assesses the ongoing debate about the future regulation of the compensation of executives and directors. It draws...

This is the first part of a comprehensive essay on the Rawlsian view of corporate social responsibility (in short CSR). CSR is defined as a multi-stakeholder model of corporate governance and objective function based on the extension of fiduciary duties toward all the firm’s stakeholders. A...

10.2 trillion dollars have been lost in the US alone in the past two years. 45% of world’s wealth has been destroyed and three of the largest bankruptcies in the US have occurred in the past year. Just as the majority of observers thought lessons from Enron had been learned, crisis has struck...

In re RegO Co. involved the classic conflict between mass products liability claims and corporate dissolution law and the so-called fiduciary duty to creditors. If the duty to creditors is created only at insolvency or dissolution, what principle of corporate law justifies the transformation?...

"Legal valuation" - the resolution of disputes over the value of legal entitlements - is an inevitable aspect of any legal system. Across time and place and doctrinal boundaries, the problem is the same: each side seeks to have a self-servingly high or low figure assigned to the entitlement in...