Company Law

Working Paper

Prospectus Liability and the Role of Gatekeepers as Informational Intermediaries: An Empirical Analysis of the Impact of the Statutory Provisions on Italian IPOs

This Article analyzes market reaction to the introduction into Italian legislation of a statutory system of (IPO) prospectus civil liability enacted in April 2007 on the basis of Directive 2003/71/EC.

In particular, we study the effects of...Read more

Stefano Lombardo
20 July 2017

Why Do Businesses Incorporate in Other EU Member States? An Empirical Analysis of the Role of Conflict of Laws Rules

Research in law, political science and economics has taken a strong interest in the way companies strategically incorporate in foreign jurisdictions. However, the empirical research about corporate mobility in the EU has so far been limited in...Read more

Carsten Gerner-Beuerle
Federico M. Mucciarelli
Mathias Siems
03 August 2017

Market Soundings: The Interaction between Securities Regulation and Company Law in the United Kingdom and Italy

Before deciding on operations involving share issuance or sale, companies or shareholders may seek to disclose information to selected investors, in order to gauge their opinion on the envisaged market operation. Such ‘market soundings’ risk...Read more

Stefano Lombardo
Federico M. Mucciarelli
03 August 2017

Governance Challenges of Listed State-Owned Enterprises around the World: National Experiences and a Framework for Reform

Despite predictions of their demise in the aftermath of the collapse of socialist economies in Eastern Europe, state-owned enterprises (SOEs) are very much alive in the global economy. The relevance of listed SOEs — firms still subject to...Read more

Curtis J. Milhaupt
01 April 2017

Incomplete Organizations: Legal Entities and Asset Partitioning in Roman Commerce

In this chapter we analyze ancient Rome?s law of business entities from the perspective of asset partitioning, by which we mean the delimiting of creditor collection rights based on the distinction between business assets and personal assets....Read more

Henry Hansmann
Reinier Kraakman
01 October 2014

Corporate Governance in Europe: A Critical Review of the European Commission?s Initiatives on Corporate Law and Corporate Governance

European corporate law and corporate governance are moving ahead beyond expectation. Some British voices called this ?a renaissance in the past decade?. In December 2012, the European Commission came forward with an Action Plan that combines both...Read more

Klaus Hopt
01 August 2015

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