Working Paper

28 April 2021

Self-Dealing, Corporate Opportunities and the Duty of Loyalty - a US, UK and EU Comparative Perspective

The paper offers a comparative perspective on the duty of loyalty – encompassing both rules that govern self-dealing and corporate opportunity transactions. It compares the evolution of these two sets of rules in several European...

Marco Corradi | Geneviève Helleringer
01 February 2009

Private Enforcement of Corporate Law: An Empirical Comparison of the UK and US

It is often assumed that strong securities markets require good legal protection of minority shareholders. This implies both "good" law -- principally corporate and securities law -- and enforcement, yet there has been little...

John Armour | Bernard Black | Brian Cheffins | Richard Nolan
01 August 2008

Private Equity vs PLC Boards in the U.K.: A Comparison of Practices and Effectiveness

We interview 20 executives in the UK who have been members of both PE and PLC boards of relatively large companies. The main difference we find in PE and PLC board modus operandi is in the single-minded value creation focus of PE boards...

Viral Acharya | Conor Kehoe | Michael Reyner
01 March 2017

Corporate Opportunities in the US and in the UK: How Differences in Enforcement Explain Differences in Substantive Fiduciary Duties

Fiduciary duties are often today held out as typical instruments of shareholder protection in the common law of both the US and the UK, which are sometimes held out as examples for a consensus model for what is considered good corporate...

Martin Gelter | Geneviève Helleringer
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...

Stefano Lombardo | Federico Mucciarelli