William Cary's opinion for the SEC in In re Cady, Roberts & Co. built the foundation on which the modern law of insider trading rests. This paper — a contribution to Columbia Law School's recent celebration of Cary's Cady Roberts opinion, explores some of these — particularly the emergence...

Two of the most prominent Japanese corporate governance scholars, Professors Miwa and Ramseyer (“M&R”), have recently published numerous articles and a book setting out their contrarian free-market theory of Japanese corporate governance. According to their theory, contemporary Japanese...

The debate over corporate governance convergence has been heated for years and has created a cottage industry of experts. It is premised on the false assumption that American corporate governance has reached the end of its evolution by adopting a shareholder primacy and dispersed shareholding...

It is widely assumed that hostile takeovers are a prerequisite for an efficient system of corporate governance. This assumption is false. Since the new millennium, Japan has transformed itself from being on the brink of one of the largest economic meltdowns in modern economic history to...

This Article uses the derivative action in Asia as a lens for re-evaluating the foundational theories of Asian and comparative corporate law. It begins by demonstrating that the cultural theory of “Asian non-litigiousness” provides scant explanatory or predictive value for either the...

The purpose of this paper is to demonstrate that current French international public policy no longer condemns punitive damages by principle. French substantive law is discussed before being evaluated how it fits into comparative and international perspectives

Throughout the 20th century, the culture and trade debate evolved in parallel with the emergence of related concepts, such as cultural industries, cultural specificity, and cultural diversity. Traditionally, the dominant regulatory method in approaching the relationship between cultural...

There is a remarkable tendency in modern legal systems to increasingly use carrots. This trend is not limited to legal systems but can also be observed in, for instance, parenting styles, social control mechanisms, and even law schools' teaching methods. Yet, at first glance, sticks appear to be...