Suchergebnisse

This paper examines the impact of frequent changes of investor protection regulation on the bid premium levels and the reception of the bid by the minority shareholders in blockholder regimes. In order to document the corporate governance function of takeover regulation, we explore a comprehensive data set representing more than 90% of the takeovers organized in Romania between 1998 and 2012. The peculiar institutional framework in Romania allows factoring in the analysis a hitherto unexplored structural element, namely the parallel control transactions managed by the government, outside the stock market structures. After controlling for the influence of corporate governance and ownership attributes of targets, our main findings suggests that various market price components are strong predictors of both bid premiums and tender success. Besides, the alignment of legal details to the requirements of the European takeover regulation has a surprising negative effect on minority claimants. If the shareholders are indeed able to distil the pertinent information about a bid, our overall result suggests that the balance between competing concerns of protecting minority shareholders and facilitating value-creating transactions is still open to debate in emerging markets

This paper examines the impact of frequent changes of investor protection regulation on the bid premium levels and the reception of the bid by the minority shareholders in blockholder regimes. In order to document the corporate governance function of takeover regulation, we explore a comprehensive data set representing more than 90% of the takeovers organized in Romania between 1998 and 2012. The peculiar institutional framework in Romania allows factoring in the analysis a hitherto unexplored structural element, namely the parallel control transactions managed by the government, outside the stock market structures. After controlling for the influence of corporate governance and ownership attributes of targets, our main findings suggests that various market price components are strong predictors of both bid premiums and tender success. Besides, the alignment of legal details to the requirements of the European takeover regulation has a surprising negative effect on minority claimants. If the shareholders are indeed able to distil the pertinent information about a bid, our overall result suggests that the balance between competing concerns of protecting minority shareholders and facilitating value-creating transactions is still open to debate in emerging markets

This paper examines the impact of frequent changes of investor protection regulation on the bid premium levels and the reception of the bid by the minority shareholders in blockholder regimes. In order to document the corporate governance function of takeover regulation, we explore a comprehensive data set representing more than 90% of the takeovers organized in Romania between 1998 and 2012. The peculiar institutional framework in Romania allows factoring in the analysis a hitherto unexplored structural element, namely the parallel control transactions managed by the government, outside the stock market structures. After controlling for the influence of corporate governance and ownership attributes of targets, our main findings suggests that various market price components are strong predictors of both bid premiums and tender success. Besides, the alignment of legal details to the requirements of the European takeover regulation has a surprising negative effect on minority claimants. If the shareholders are indeed able to distil the pertinent information about a bid, our overall result suggests that the balance between competing concerns of protecting minority shareholders and facilitating value-creating transactions is still open to debate in emerging markets

This paper examines the impact of frequent changes of investor protection regulation on the bid premium levels and the reception of the bid by the minority shareholders in blockholder regimes. In order to document the corporate governance function of takeover regulation, we explore a comprehensive data set representing more than 90% of the takeovers organized in Romania between 1998 and 2012. The peculiar institutional framework in Romania allows factoring in the analysis a hitherto unexplored structural element, namely the parallel control transactions managed by the government, outside the stock market structures. After controlling for the influence of corporate governance and ownership attributes of targets, our main findings suggests that various market price components are strong predictors of both bid premiums and tender success. Besides, the alignment of legal details to the requirements of the European takeover regulation has a surprising negative effect on minority claimants. If the shareholders are indeed able to distil the pertinent information about a bid, our overall result suggests that the balance between competing concerns of protecting minority shareholders and facilitating value-creating transactions is still open to debate in emerging markets

From Magistrate Judge Stewart Aaron's Report and Recommendation today in Kelly v. Comm. Workers of Am. (S.D.N.Y.), the factual allegations (assumed to be true for purposes of the motion to dismiss, though of course there hasn't been any finding yet about what the facts actually were): Plaintiff, a Caucasian male, was employed by Verizon as…

In light of the uncertainties about valuation highlighted by the 2007-2008 market turbulence, this paper provides an empirical examination of the potential procyclicality that fair value accounting (FVA) could introduce in bank balance sheets. The paper finds that, while weaknesses in the FVA methodology may introduce unintended procyclicality, it is still the preferred framework for financial institutions. It concludes that capital buffers, forward-looking provisioning, and more refined disclosures can mitigate the procyclicality of FVA. Going forward, the valuation approaches for accounting

During election season, politicians and political campaigns often use pop culture or iconic works, such as viral memes or popular songs, to help convey their political messages—often without authorization from the copyright owners of these works. As politics and politicians become ever more divisive, these unauthorized political uses of copyrighted works can be particularly objectionable to copyright owners. In addition to offending their political or moral inclinations, artists and copyright owners frequently claim that these political uses infringe their copyrights. Politicians and campaigns argue that their right to use copyrighted works for political purposes is protected by the First Amendment and that such political uses are presumptively fair use. This Article examines unauthorized political uses of copyrighted works under copyright law's fair use doctrine to demonstrate that, in fact, both sides are correct. Through a series of case studies, this Article identifies a pattern in political fair use decisions: in disputes arising from the unauthorized political uses of copyrighted works, courts appear to implicitly modify their analyses and balancing of the fair use factors under section 107 of the Copyright Act in order to both accommodate the import of political speech and to respect copyright owners' dignity and rights to control use of their expressive works. Under the courts' political fair use analysis, one determination—the nature of the original copyrighted work—seems to exert an outsized influence on the determination of all four fair use factors, permitting certain unauthorized political uses of copyrighted works to appear presumptively fair. This contradicts the Supreme Court's guidance to courts not to subject copyright to independent First Amendment review nor to expand copyright's fair use doctrine in infringement cases involving political or public figures. It also disregards certain copyright owners' right to control use of their work but permits other copyright owners the right to curtail infringing behavior that causes no market harm. This Article highlights these concerns and explores the normative implications of political fair use on litigation certainty and predictability, incentives to create political expressive works, and the balance between respecting creators' dignity and rights to control use of their expressive works with guaranteeing free and open discussion of politicians and political candidates.

The European Court of Human Rights' ('ECtHR') use of proportionality and balancing is inconsistent and does not provide clear guidelines from which policies can be drafted such that those policies can strike a fair balance between individual rights and public interests while not impairing the essence of the rights at stake. While ad hoc and unprincipled balancing may be justified on a theoretical level, on a practical level, a policymaker seeking to understand which rights' interferences constitute clear violations under the European Convention on Human Rights ('ECHR') is left puzzled. This article adds clarity to this puzzle by breaking down several aspects of ECHR fair trial rights into clear cut 'red lines', or minimum thresholds of protection, which when overstepped, constitute a violation of the right. Identifying these red lines is meant to assist legislators and policymakers to draft laws and policies that conform to their states' obligations under the ECHR, yet also to instruct policymakers outside the Council of Europe member states. Due its unique characteristics, as well as the volume and breadth of its case law, the ECtHR's jurisprudence can be a lodestone for the consolidation of an international human rights community based on shared values. The article's unique contribution is the assessment of ECtHR jurisprudence not only on its own merits, but also in comparison to the jurisprudence of other international courts.

This contribution examines how checks and balances can be organised so that the individual freedom of users in the digital space is protected from the encroachment of platforms. Indeed, platforms are quasi-states which enjoy legislative, judiciary and executive powers. This merging of functions in the hands of one single entity illustrates the failure of the liberal attempt to set up a cyberspace free of sovereign power: Platforms are the new sovereign. Modern thinkers like Foucault and Habermas have examined how sovereigns in the past have seen their powers curtailed and the role that the birth of two distinct spheres, one public and one private, has played in this process. Traditional public economic law builds on this public-private dichotomy, leaving little room to conceptualize hybrids. Yet this paper shows that platforms are such hybrids. Building on an analysis of the activities taking place on platforms, as well as the rights at stake in platform governance, it finds that platforms' immaterial locus is both political and economic, bundling public and private powers. Hence, this paper puts forward the idea that public economic law should seek to develop mirroring hybrid counter-powers. Civil society especially should be conceptualized in the digital space, with its rights, duties and responsibilities, to foster balanced relationships between the various actors present on platforms.

This contribution examines how checks and balances can be organised so that the individual freedom of users in the digital space is protected from the encroachment of platforms. Indeed, platforms are quasi-states which enjoy legislative, judiciary and executive powers. This merging of functions in the hands of one single entity illustrates the failure of the liberal attempt to set up a cyberspace free of sovereign power: Platforms are the new sovereign. Modern thinkers like Foucault and Habermas have examined how sovereigns in the past have seen their powers curtailed and the role that the birth of two distinct spheres, one public and one private, has played in this process. Traditional public economic law builds on this public-private dichotomy, leaving little room to conceptualize hybrids. Yet this paper shows that platforms are such hybrids. Building on an analysis of the activities taking place on platforms, as well as the rights at stake in platform governance, it finds that platforms' immaterial locus is both political and economic, bundling public and private powers. Hence, this paper puts forward the idea that public economic law should seek to develop mirroring hybrid counter-powers. Civil society especially should be conceptualized in the digital space, with its rights, duties and responsibilities, to foster balanced relationships between the various actors present on platforms.