In the summer of 1990, the Court of Appeals for the District of Columbia issued Business Roundtable v. SEC,3 invalidating SEC Rule 19c-4 as outside of the Agency's rulemaking authority.4 Business Roundtable was notable when handed down because the decision took place during a pro-regulatory...

Discusses the growing reliance of Member States on protectionist measures to safeguard their national economies, analyzing the causes and effects of the new protectionism. Cutting edge research by top academics relates company law to current economic debate and development. Comparative aspects...

In this paper we use clinical studies to document how dominant shareholders have circumvented mandatory bid rules to appropriate wealth from minority shareholders. Dominant shareholders are numerous in continental Europe. Creative compliance with mandatory bid rules reveals the failure of boards...

If the crisis was a test of the bankruptcy system and its ability to deal with the risks posed by modern finance, then the bankruptcy system failed. Well-designed financial networks have circuit breakers, but the exemption of securitized assets and derivatives trades from the bankruptcy process...

Many economies have difficulty financing infrastructure development: Bank loans of the long tenure necessary pose currency and maturity risks, and stable capital markets require robust legal foundations. Shortfalls in infrastructure financing, however, reduce the quality of life for citizens and...