Corporate and Securities
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The Supreme Court's decision in Merrill Lynch, Pierce, Fenner & Smith, Inc. v. Dabit, involves...
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This is a brief and informal discussion of some issues related to corporate criminal liability...
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Outsider Trading as an Incentive Device (with Bruce H. Kobayashi), University of Illinois Legal Working Paper Series (2006)
Outsiders often have and seek to trade on material nonpublic information about firms. For example,...
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The corporation does not allow owners, at least by default, to cash out their interests....
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Fraud on a Noisy Market, University of Illinois Legal Working Paper Series (2005)
Behavioral finance raises questions about market efficiency, suggesting that noise, and not just information, moves...
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Managers’ accountability to shareholders and corporations’ responsibility to society are two important objectives of corporate...
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This article reports on the experience with the Sarbanes-Oxley Act of 2002 in the three...
Corporations
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The Evolving Partnership, University of Illinois Legal Working Paper Series (2006)
Versions of this article were prepared for conferences in 2001 and 2006 in Europe dealing...
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The proliferation of partnership-based business organizations raises questions concerning the law’s role in shaping firms....
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Why Corporations?, University of Illinois Legal Working Paper Series (2005)
This Article suggests that reform of the governance of publicly held firms might appropriately include...
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Are Partners Fiduciaries?, University of Illinois Legal Working Paper Series (2004)
The proliferation of partnership-type entities raises many questions about how the traditional rules of business...
International corporate law
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Firms can “rent” the securities laws in other countries by listing or selling securities there...
Law and Economics
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The Economics of Federalism (with Bruce H. Kobayashi), University of Illinois Legal Working Paper Series (2006)
This is the introductory essay for the Economics of Federalism, a book edited by the...
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This paper attempts to find a path through the recent constitutional thicket regarding same sex...
Political Structure and Behavior (including Constitutional Law)
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The web enables scholars to engage in several types of what I have called "amateur...
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American films have long presented a negative view of business. This article is the first...
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Imagining Wall Street, University of Illinois Legal Working Paper Series (2005)
The 1987 film Wall Street is one of the most popular films dealing with business,...