Against fiduciary duties to corporate stakeholders
Article Abstract:
Expansive state fiduciary duty laws based on the stakeholder model are inefficient, unsupported empirically, and compromise effective corporate governance. Commentators have argued that the interests of creditors, workers, customers and the community must be incorporated into corporate decision-making. For a business to succeed, these interests do need to be addressed by management, but codifying such responsibilities in fiduciary duty law will compromise value to shareholders and chill investment. Shareholders are in the best position to enforce corporate accountability.
Publication Name: Delaware Journal of Corporate Law
Subject: Law
ISSN: 0364-9490
Year: 1996
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Reexamining the fiduciary paradigm at corporate insolvency and dissolution: defining directors' duties to creditors
Article Abstract:
A number of Delaware corporate law provisions must be revised to resolve the nature and scope of duties that corporate directors may owe to creditors when the corporation is insolvent or nearing insolvency. Recent case law has expanded directors' duties, including In re RegO Co. in which additional duties were imposed for a corporation with legal claims against it. The law needs to incorporate proper notice requirements for corporations that are dissolving and must clarify what types of claims will lead to additional obligations by the corporation.
Publication Name: Delaware Journal of Corporate Law
Subject: Law
ISSN: 0364-9490
Year: 1995
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The agile virtual corporation
Article Abstract:
A new form of doing business called the agile virtual corporation may become prominent in the 21st century, particularly if it is given legal recognition and legislation is enacted to encourage its growth. Such corporations may exist transactionally on the Internet or may be part of the internal structure of a traditional business form. Current laws governing areas such as fiduciary relationships, liabilities, and incorporation and dissolution are not adequate to define and regulate the agile virtual corporation. A legislative model is provided.
Publication Name: Delaware Journal of Corporate Law
Subject: Law
ISSN: 0364-9490
Year: 1997
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