Journal of Corporation Law

Articles cover corporate legal topics and development important to businesses, scholars and practicing lawyers.

Articles from Vol. 38, No. 3, Spring

Contemplating Corporate Disclosure Obligations Arising from Cybersecurity Breaches
I. INTRODUCTION II. BACKGROUND A. EMC Corporation and the RSA SecurID Token Hack B. Magnitude of the Threat to Corporations and Their Investors C. SEC Disclosure Requirements D. Senator Rockefeller's Letter E. SEC's...
Executive Stock Options: The Effects of Manipulation on Risk Taking
I. INTRODUCTION II. THE ADVENT OF EXECUTIVE INCENTIVE COMPENSATION AND ITS TWO MAJOR SHORTCOMINGS A. The Link Between Incentive Pay and Financial Misrepresentation B. The Link Between Incentive Pay and Excessive Risk Taking III. THE...
Executive Superstars, Peer Groups, and Overcompensation: Cause, Effect, and Solution
I. INTRODUCTION II. PEER BENCHMARKING: THE PROCESS A. Historical Origins B. The Problem with Peer Group Analysis III. EVALUATING MARKET-BASED PAY RATIONALIZATIONS A. Athletes, Musicians, and Corporate Superstars B. The Firm and...
Is the OECD the Answer? It's Only Part of the Solution
I. INTRODUCTION II. BACKGROUND A. The Convention on Combating Bribery of Foreign Public Officials in International Business Transactions B. The Impact of International Law on Individual States C. Domestic Implementation...
Optimizing Online Trademark Protections Given the Proliferation of Generic Top Level Domains
I. INTRODUCTION II. BACKGROUND A. The Internet's Basic Structure B. The Relevant Parties 1. The Internet Corporation for Assigned Names and Numbers (ICANN) 2. Registries and Registrars 3. Cybersquatters...
Taxing Control
I. INTRODUCTION II. THE CHOICE OF GOVERNANCE TERMS IN A TAX-FREE WORLD III. NON-PECUNIARY BENEFITS AND TAX DISTORTIONS IV. EXAMINING THE FUNDAMENTAL ASSUMPTIONS A. The Private Benefits of Control B. The Taxation of Pecuniary and Non-Pecuniary...
The NLRB and Social Media: Does the NLRB "Like" Employee Interests?
I. INTRODUCTION II. BACKGROUND A. The Definition and Scope of Section 7 Rights: What Is "Concerted Activity?" B. What Is Not Section 7 "Concerted Activity": How an Employee Can Lose Section 7 Protections C. How the...
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