Interesting comparison of state statutes’ default definition of “person,” particularly as to express inclusion or exclusion of “government.” If both corporations & government are just “people, my friend,” then the real issue is power. https://t.co/1VvQRYoSiA #corpgov
— Stefan Padfield (@ProfPadfield) March 15, 2018
“some States adopted -or are in the process of adopting- legislations that establish or reinforce the duty of care or vigilance of parent companies directly towards victims” https://t.co/DWbyp2uYEo #corpgov
— Stefan Padfield (@ProfPadfield) March 15, 2018
“In recent years, parties to mergers and other transformational transactions have begun inserting into their deal documents provisions allocating post-transaction control of the attorney-client privilege for pre-transaction communications.” https://t.co/JbIDaUBtS2 #corpgov
— Stefan Padfield (@ProfPadfield) March 15, 2018
“Judicial consideration of choice of law is rare in veil-piercing cases, but a brief survey leads to the discovery that state courts often apply their own local laws, regardless of where the subject entities are formed.” https://t.co/rfgtbt79oR #corpgov
— Stefan Padfield (@ProfPadfield) March 15, 2018
Is “the rising cyber threat” the “most pressing issue in corporate governance today”? https://t.co/rIzvdqIcSB #corpgov
— Stefan Padfield (@ProfPadfield) March 16, 2018
A duty to be a diversified shareholder? “The only losses that really matter are the losses that cannot be diversified away.” https://t.co/IqZ6hMwMxv #corpgov
— Stefan Padfield (@ProfPadfield) March 17, 2018
“Limited liability has long been recognized to incentivize owners of firms near bankruptcy to take suboptimal care to prevent harm to third parties.” https://t.co/VnEQ4ckqeM #corpgov
— Stefan Padfield (@ProfPadfield) March 17, 2018
The internal affairs doctrine: “why law should cleave an enterprise in this way is a puzzle. Economic theories of the firm can’t explain it, and the academic literature is short on answers.” https://t.co/JOfymWy5JY #corpgov
— Stefan Padfield (@ProfPadfield) March 17, 2018