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Economic Structure of Corporate Law

ISBN-10: 0674235398
ISBN-13: 9780674235397
Edition: 1991
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Description: The authors argue that the rules and practices of corporate law mimic contractual provisions that parties would reach if they bargained about every contingency at zero cost and flawlessly enforced their agreements. But bargaining and enforcement are  More...

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Book details

Copyright year: 1991
Publisher: Harvard University Press
Publication date: 2/1/1996
Binding: Paperback
Pages: 382
Size: 6.50" wide x 9.50" long x 1.00" tall
Weight: 1.342
Language: English

The authors argue that the rules and practices of corporate law mimic contractual provisions that parties would reach if they bargained about every contingency at zero cost and flawlessly enforced their agreements. But bargaining and enforcement are costly, and corporate law provides the rules and an enforcement mechanism that govern relations among those who commit their capital to such ventures. The authors work out the reasons for supposing that this is the exclusive function of corporate law and the implications of this perspective.

Daniel R. Fischel is Lee and Brena Freeman Professor of Law at the University of Chicago.

The Corporate Contract
Limited Liability
Voting
The Fiduciary Principle, the Business Judgment Rule, and the Derivative Suit
Corporate Control Transactions

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