This paper develops a model of the competition among states in providing corporate law rules. Such competition is shown to produce optimal rules with respect to issues that do not have a substantial effect on management's private benefits but not with respect to issues that have such an effect. We analyze why a dominant state such as Delaware can emerge, as well as the price that this state will set and the profits it will make. The results of the model can help explain the existing empirical evidence. They also highlight the importance of the rules governing reincorporation and the potential benefits of giving shareholders the power to make reincorporation decisions.
Academic and market interest in environmental, social, and governance (ESG) investing has grown markedly in recent years. Although less prominent, a...
As our nation emerges from the shadow of COVID-19, the general public is coming to grips with a stark reality looming over our public schools...
Large language models (LLMs) now perform extremely well on many natural language processing tasks. Their ability to convert legal texts to data may...
Anyone who studies trade secret law in depth knows that the field is complex and nuanced. That complexity can be intimidating to novices. Accordingly...
Anyone who studies patent law in depth knows that the field is complex and nuanced. That complexity can be intimidating to novices. Accordingly, the...
There have been many many, many proposals to use Russia’s frozen assets to help Ukraine. Russia’s invasion violated international law; reparations are...
Countries hit by unexpected crises often look to their overseas diasporas for assistance. Some countries have tapped into this generosity of their...
After several years of dramatic growth, ESG investing seems to have entered a period of retrenchment. While it is impossible to predict the future...
There is concern that present-biased agents incur too much debt because of its deferred costs – concern that has influenced regulation of consumer...
Lenders are perfectly free to decide for themselves whether, when, how, to whom and on what terms they will extend credit to a sovereign borrower. But...
Although ethical critiques of markets are longstanding, modern academic debates about the “moral limits of markets” (MLM) tend to be fairly limited in...
False information causes harm, threatening individuals, groups, and society. Many people struggle to judge the veracity of the information around them...
Many analyses of law take an unsentimental, perhaps even cynical view of regulated actors. On this view, law is a necessity borne of people’s selfish...
This article examines the impact of Greece retroactively, via legislation, changing the terms in hundreds of billions of euros worth of Greek...
Income inequality is a national preoccupation, and the public’s imagination is captured by the astronomical incomes of Valley tech billionaires and...
There is a live debate going on over whether antitrust should take a broader view of the economics of market concentration. When antitrust reformers...
The SEC mandates that public companies assess new information that changes the risks that they face and disclose these if there has been a “material”...