Classes of Shares and Voting Rights in the History of Italian Corporate Law

2016 ◽  
Author(s):  
Marco Ventoruzzo
Keyword(s):  
Voting Rights ◽  
Corporate Law ◽  
History Of

Fiduciary Principles in Corporate Law

2019 ◽  
pp. 60-78
Author(s):  
Julian Velasco
Keyword(s):  
Voting Rights ◽  
Corporate Law ◽  
Fiduciary Duty ◽  
Duty Of Care ◽  
Profit Motive ◽  
Fiduciary Duties ◽  
Common Misconception ◽  
Strict Enforcement ◽  
Default Rules ◽  
Moral Requirements

This chapter examines fiduciary duty in corporate law. Fiduciary duty is pervasive as well as all encompassing in corporate law. One common misconception about fiduciary duty in corporate law is that it is merely aspirational. Fiduciary duties are not simply moral requirements, they are legal ones. They are not merely suggestions, they represent the demands of the law. Although corporate law has often compromised rather than insisting upon strict enforcement of fiduciary law principles, these compromises are due to practical considerations that are entirely consistent with the goals of fiduciary law. In corporate law, general fiduciary law principles are balanced with practical considerations concerning the profit motive in order to achieve the best overall result for the shareholders. Understanding this tension between ambition and practicality is key to understanding fiduciary duty in corporate law. This chapter first considers the triggers for fiduciary duty in corporate law before discussing the role that the duty of loyalty plays in corporate law. It then explores the duty of care in corporate law, along with other fiduciary duties such as good faith, takeover situations and contests for control, shareholder voting rights, and the duty to monitor and the duty to disclose. The chapter proceeds by analyzing mandatory and default rules regarding the extent to which fiduciary duties can be waived in corporate law and concludes with an overview of remedies for breach of fiduciary duty.

An Economic and Jurisprudential Genealogy of Corporate Law. By Michael J. Whincop. [Aldershot: Ashgate. 2001. xviii, 222, (Bibliography) 20 and (Index) 5 pp. Hardback £45. ISBN 1–84014–773–3.]

2002 ◽  
Vol 61 (2) ◽  
pp. 463-492
Author(s):  
John Armour
Keyword(s):  
Corporate Law ◽  
Company Law ◽  
Economic Methodology ◽  
Evolutionary Account ◽  
High Profile ◽  
Intuitive Appeal ◽  
History Of ◽  
The Law

Economic analysis has recently gained a high profile in English company law scholarship, not least through its employment by the Law Commissions and its resonance with the Company Law Review. This approach has taught us much about how company law functions in relation to the marketplace. Whincop’s book is, however, the first attempt to use economic methodology not only to explain how the law functions, but also to provide an evolutionary account of why the history of English company law followed the path it did. The result is a thesis that, whilst complex, has a powerful intuitive appeal for those familiar with Victorian company law judgments.

scholarly journals Corporate law in Ukraine within the framework of approaching the European Union standards

2020 ◽  
pp. 181-188
Author(s):  
Valentyna Vasylieva ◽  
Anatolii Kostruba
Keyword(s):  
European Union ◽  
Corporate Law ◽  
Eu Law ◽  
The European Union ◽  
Eu Member States ◽  
Legal Nature ◽  
European Union Countries ◽  
History Of ◽  
National Systems ◽  
Supranational Level

The article is devoted to adaptation of the national corporate law to the law of European Union`s corporations. Special attention has been given to define the legal nature of the corporation. It is concluded that there is no established understanding of the above concepts in national legal science. The main approaches to the corporate legal nature in particular European systems of justice - in FRG, France, England - are considered in depth. Significant differences between the legislation of Ukraine and legislation of the European Union countries based on the history of their development and peculiarities of specific national systems of justice are detected. The regulation of corporate relations in the European Union at supranational level is considered. It is concluded that the European Union supranational law is its corporate law. The priority areas for unification of European corporate law at the supranational level are analyzed. The main instruments to adjust the activities of corporations in EU law are identified to be the Directives aimed at harmonizing and unifying national legislation of EU Member States.

No Votes for Women

2013 ◽  
Author(s):  
Susan Goodier
Keyword(s):  
New York ◽  
New York State ◽  
Voting Rights ◽  
Status Quo ◽  
The Public ◽  
Suffrage Movement ◽  
Women's Equality ◽  
The Status ◽  
History Of ◽  
Conservative Women

This book explores the complicated history of the suffrage movement in New York State by delving into the stories of women who opposed the expansion of voting rights to women. The book makes the case that, contrary to popular thought, women who opposed suffrage were not against women's rights. Instead, conservative women who fought against suffrage encouraged women to retain their distinctive feminine identities as protectors of their homes and families, a role they felt was threatened by the imposition of masculine political responsibilities. The book details the victories and defeats on both sides of the movement from its start in the 1890s to its end in the 1930s, analyzing not only how local and state suffrage and anti-suffrage campaigns impacted the national suffrage movement, but also how both sides refined their appeals to the public based on their counterparts' arguments. Rather than condemning the women of the anti-suffragist movement for accepting or even trying to preserve the status quo, the book acknowledges the powerful activism of this often overlooked and misunderstood political force in the history of women's equality.

Part III Prospectus Liability and Litigation, 24 The Netherlands

2020 ◽  
Author(s):  
Franx Jan Paul
Keyword(s):  
The Netherlands ◽  
Annual Report ◽  
Civil Code ◽  
Corporate Law ◽  
Joint And Several Liability ◽  
Prospectus Liability ◽  
History Of ◽  
A Company ◽  
Special Category

This chapter discusses Dutch law. The history of the present statutory rules on prospectus liability in the Netherlands dates back to 1928, the year in which Dutch corporate law was codified. Like the annual report which companies had to publish on a yearly basis, the Dutch legislator considered the prospectus as a corporate document and therefore was of the opinion that a statutory rule on prospectus liability should be issued together with the Companies Act. Codification of prospectus liability was effectuated by formulating it as a special category of tort in the Dutch Civil Code (DCC). The act of 1928 provided that managing and supervisory directors of the issuer would be jointly and severally liable with the issuer itself for misleading statements in the prospectus. This had to do with the view of the legislator — that the decision of investors to invest in a company was to a large extent based on the reputation of management. As a result of this joint and several liability of directors, the first Dutch legislation on prospectus liability can be considered as being particularly investor friendly.

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