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Content
January 2009, Volume 6, Issue 4
- 476-515 Underwriters, Auditors, and other Usual Suspects: Elements of Third Party Enforcement in US and European Securities Law
by Gerner-Beuerle Carsten
January 2009, Volume 6, Issue 2-3
- 161-163 Welcome Address
by Doralt Peter - 164-203 Mapping the American Shareholder Litigation Experience: A Survey of Empirical Studies of the Enforcement of the U.S. Securities Law
by Cox James D. & Thomas Randall S. - 204-204 Discussion Report
by Oelkers Janine - 205-218 Shareholders' Lawsuits against the Management of a Company and its Shareholders under French Law
by Grelon Bernard - 219-243 Shadows of the Past and Back to the Future: Part 11 of the UK Companies Act 2006 (in)action
by Reisberg Arad - 244-245 Discussion Report: On the Presentations by Prof. Bernard Grelon, Université Paris IX, and Dr. Arad Reisberg, University College London
by Psaroudakis Georgios - 246-269 Representative Litigation in Italian Capital Markets: Italian Derivative Suits and (if ever) Securities Class Actions
by Giudici Paolo - 270-306 Shareholder Suits against the Directors of a Company, against other Shareholders and against the Company itself under Belgian Law
by Bertrand Alexia & Coibion Arnaud - 307-323 Shareholder Derivative Suits: A Comparative Analysis and the Implications of the European Shareholders' Rights Directive
by Latella Dario - 324-347 Shareholder Suits: Common Problems, Different Solutions and First Steps towards a Possible Harmonisation by Means of a European Model Code
by Kalss Susanne - 348-357 Common Challenges Facing Shareholder Suits in Europe and the United States
by Cox James D. & Thomas Randall S. - 358-369 Reconciling the European Registered Capital Regime with Modern Corporate Reorganization Law: Experience from the Czech Insolvency Law Reform
by Richter Tomáš
January 2009, Volume 6, Issue 1
- 1-28 Abuse of Law in the Context of European Insolvency Law
by Eidenmüller Horst - 29-70 Stock Exchange Mergers – The new Driver in the Harmonisation of Securities Market Regulation?
by Clausen Nis Jul & Sørensen Karsten Engsig - 71-124 Comparative Study of the Company Types in Selected EU States
by Wymeersch Eddy - 125-161 Freedom of Establishment for Companies: the European Court of Justice confirms and refines its Daily Mail Decision in the Cartesio Case C-210/06
by Korom Veronika & Metzinger Peter
January 2008, Volume 5, Issue 4
- 379-421 Standardization of Company Law in Germany, other EU Member States and Turkey by Corporate Governance Rules
by Kort Michael - 422-452 The National Implementation of Employee Participation in the Administrative Board of the SE in the One-tier Model – A Legal Comparison on the Basis of Germany, Austria, Sweden, and France –
by Schubert Claudia - 453-466 Stoneridge and Its Impact on European Capital Market and Consumer Law – Is There a Sanction for Aiding and Abetting a False or Misleading Financial Statement in European Capital Market Law? –
by Hilgard Mark C. & Mock Sebastian
January 2008, Volume 5, Issue 3
- 239-279 An Introduction to the New UK Companies Act: Part II
by Davies Paul & Rickford Jonathan - 280-304 The Law of Agency as applied in Company Transactions
by Naniwadekar Mihir - 305-352 Private Investments in Public Equity (PIPEs) – A Closer Look at PIPE Transactions in Switzerland
by Gerhard Frank - 353-377 Expansion of the Applicability of EU Company Law Directives via Analogy? – A Study Based on the Example of Greek Sea Trading Companies –
by Tellis Nikolaos D.
January 2008, Volume 5, Issue 2
- 135-147 EC-Regulation No 1346/2000 on Insolvency Proceedings and Groups of Companies
by Menjucq Michel - 148-171 Corporate Insolvency in the United Kingdom: The Impact of the Enterprise Act 2002
by Armour John & Hsu Audrey & Walters Adrian - 172-188 Bankruptcy's Rarity: An Essay on Small Business Bankruptcy in the United States
by Morrison Edward R. - 189-192 Discussion Report: Restructuring Insolvent Companies in the UK and in the US
by Jungmann Carsten & Thiessen Jan - 193-212 The Role of Fraudulent Transfer Rules in Corporate Insolvency
by Mangano Renato - 213-236 Towards a Framework for the Regulation of Corporate Groups' Insolvencies
by Hirte Heribert - 237-238 Discussion Report on the Presentations by Renato Mangano, University of Palermo, and Heribert Hirte, University of Hamburg
by Zetzsche Dirk
March 2008, Volume 5, Issue 1
- 1-47 The Two-Tier Model and the One-Tier Model of Corporate Governance in the Italian Reform of Corporate Law
by Ghezzi Federico & Malberti Corrado - 48-71 An Introduction to the New UK Companies Act
by Davies Paul & Rickford Jonathan - 72-100 Conflicts of Interest of Financial Intermediaries – Towards a Global Common Core in Conflicts of Interest Regulation –
by Kumpan Christoph & Leyens Patrick C - 101-114 The Offering of Shares in a Cross-Border Takeover
by von Lackum Jens & Meyer Oliver & Witt Jörn-Ahrend - 115-134 Volkswagen: the State of Affairs of Golden Shares, General Company Law and European Free Movement of Capital – A discussion of Case C-112/05 Commission v Germany of 23.10.2007 –
by Vossestein Gert-Jan
December 2007, Volume 4, Issue 4
- 461-490 Cross-border Offers of Securities in the EU: The Standard Life Flotation
by Ferran Eilís - 491-528 Constraining Dominant Shareholders' Self-Dealing: The Legal Framework in France, Germany, and Italy
by Conac Pierre-Henri & Enriques Luca & Gelter Martin - 529-552 Corporate Groups and Creditors Protection: An Approach from a Spanish Company Law Perspective
by Fuentes Mónica - 553-570 International Accounting Principles (IAS/IFRS), Share Capital and Net Worth
by Colombo Giovanni E - 571-592 Discriminating Shareholders through the Exclusion of Pre-emption Rights? – The European Infringement Proceeding against Spain (C-338/06) –
by Grechenig Kristoffel
September 2007, Volume 4, Issue 3
- 317-345 The Evolution of the Concept of “Corporate Group” in France
by Pariente Maggy - 346-369 Conflicts of Interest of Target Company's Directors and Shareholders in Leveraged Buy-Outs
by Vicari Andrea - 370-416 Effects of the Better Regulation Approach on European Company Law and Corporate Governance
by Weber-Rey Daniela - 417-433 The US Concept of Corporate Governance under the Sarbanes-Oxley Act of 2002 and Its Effects in Europe
by Hellwig Hans-Jürgen - 434-459 Cross-Border Takeover Regulation: a Transatlantic Perspective
by Ryngaert Cedric
July 2007, Volume 4, Issue 2
- 173-194 Creating Standards in a Global Financial Market – The Sarbanes-Oxley Act and other Activities: What Europeans and Americans could and should learn from each other –
by Möllers Thomas M. J - 195-231 Groups of Companies: The Italian Approach
by Fasciani Paola - 301-307 British, French and German Reactions towards the Commission's Plans to Europeanize the Attachment of Bank Accounts – A Tentative Synopsis
by Hein Jan Von - 308-316 “Outbound” Cross-border Mergers Protected by Freedom of Establishment Annotation to the Decision of the Amsterdam District Court (Kantongerecht) 29 January 2007, EA 06-3338 166
by Gesell Harald & Riemer Pieter
April 2007, Volume 4, Issue 1
- 1-2 Opening Address
by Hommelhoff Peter - 3-4 Welcome Address
by Hirte Heribert - 5-16 Cross Border Mergers: Traditional Structures and SE-Merger Structures
by Decher Christian E - 17-42 Cross-Border Mergers – A Glimpse into the Future
by Doralt Maria - 43-46 Discussion Report: Cross-border Mergers
by Schindler Clemens Philipp - 47-75 Cross-border Mergers, Change of Applicable Corporate Laws and Protection of Dissenting Shareholders: Withdrawal Rights under Italian Law
by Ventoruzzo Marco - 76-78 Discussion Report: Cost-based and Rule-based Markets for Rules in Corporate Law
by Mock Sebastian - 79-125 Private Legal Transplants in Negotiated Deals
by Schweitzer Heike - 126-166 Cross Border Negotiated Deals: Why Culture Matters?
by King Christopher & Segain Hubert - 167-168 Discussion Report: Cross-border Negotiated Deals
by Radwan Arkadiusz - 169-173 Concluding Remarks
by Hopt Klaus J
December 2006, Volume 3, Issue 4
- 341-362 Optional rather than Mandatory EU Company Law: Framework and Specific Proposals
by Hertig Gerard & McCahery Joseph A - 363-382 Legislative Situation of Corporate Groups in Spanish Law
by Girgado Pablo - 383-407 Carrot and Stick – The EU's Response to New Securities Trading Systems
by Kumpan Christoph - 408-425 White Knights and Black Knights – Does the Search for Competitive Bids always Benefit the Shareholders of “Target” Companies? –
by Mucciarelli Federico M - 426-474 The Effectiveness of Corporate Governance in One-Tier and Two-Tier Board Systems – Evidence from the UK and Germany –
by Jungmann Carsten - 475-482 The Innoventif Case of the ECJ 1.6.2006, C-453/04
by Vossius Oliver
September 2006, Volume 3, Issue 3
- 249-286 Contingent Value Rights in Public Takeovers: Analysis under Swiss Law
by Gerhard Frank - 287-309 Japanese Corporate Groups under the New Legislation
by Takahashi Eiji - 310-329 The Battle over Jurisdiction in European Insolvency Law – ECJ 2.5.2006, C-341/04 (Eurofood) –
by Bachner Thomas - 330-340 The “Compensation” of Damages with Advantages Deriving from Management and Co-ordination Activity (Direzione e Coordinamento) of the Parent Company (article 2497, paragraph 1, Italian Civil Code) – Italian Supreme Court 24 August 2004, no. 16707 –
by Cariello Vincenzo
June 2006, Volume 3, Issue 2
- 122-146 The Mobility of Companies in Europe and the Organizational Freedom of Company Founders
by Schön Wolfgang - 147-177 “One Share – One Vote: A European Rule?”
by Ferrarini Guido - 178-221 The Place for Creditor Protection on the Agenda for Modernisation of Company Law in the European Union
by Ferran Ellís - 222-236 The European Regime on Takeovers
by Menjucq Michel - 237-247 The ECJ on the Verge of a Member State Friendly Judicature? – Annotation to the Marks & Spencer Judgement, ECJ 13. 12. 2005, C-446/03
by Seer Roman
March 2006, Volume 3, Issue 1
- 1-44 The Duty of Good Faith in American Corporate Law
by Eisenberg Melvin A - 45-68 Towards a Simpler and More Flexible Law of Private Companies: A New Approach and the Dutch Experience
by de Kluiver Harm-Jan - 69-108 Theoretical Reflections on Derivative Actions in English Law: The Representative Problem
by Reisberg Arad - 109-119 Cross-Border Mergers in Europe – Company Law is catching up! – Commentary on the ECJ's Decision in SEVIC Systems AG
by Schindler Clemens Philipp
December 2005, Volume 2, Issue 4
- 413-486 Legal Capital and Limited Liability Companies: the European Perspective
by Miola Massimo - 487-511 The New French Preferred Shares: Moving towards a More Liberal Approach
by Conac Pierre-Henri - 512-533 The Transfer of the Registered Office and Forum-Shopping in International Insolvency Cases: an Important Decision from Italy – Case Note on the Decision “B & C” of the Italian Corte di Cassazione –
by Mucciarelli Federico Maria
September 2005, Volume 2, Issue 3
- 323-377 “Law & Economics” Perspectives of Portuguese Corporation Law – System and Current Developments
by Antunes José Engrácia - 378-397 Legal Transplants in European Company Law – The Case of Fiduciary Duties
by Fleischer Holger - 398-412 The Extra-Communitarian Effects of Centros, Überseering and Inspire Art with Regard to Fourth Generation Association Agreements
by Sester Peter & Cárdenas T. José Luis
June 2005, Volume 2, Issue 2
- 159-206 Regulatory Competition in EU Corporate Law after Inspire Art: Unbundling Delaware’s Product for Europe
by Kirchner Christian & Painter Richard W. & Kaal Wulf A. - 207-269 Experiments in Comparative Corporate Law: The Recent Italian Reform and the Dubious Virtues of a Market for Rules in the Absence of Effective Regulatory Competition
by Ventoruzzo Marco - 270-321 European Company Law and the ECJ: The Court’s Judgements in the Years 2001 to 2004
by Klinke Ulrich
March 2005, Volume 2, Issue 1
- 1-19 The Takeover Directive – a Mini-Directive on the Structure of the Corporation: Is it a Trojan Horse?
by Hirte Heribert - 20-62 Judicial Enforcement of Extra-legal Codes in UK and German Company Law – Including Observations on OLG Schleswig Holstein, NZG 2004, 669 (Mobilcom II) and LG München I, NZG 2004, 626 (Hypovereinsbank)
by Goulding Simon & Miles Lilian & Schall Alexander - 63-106 Fundamentals, Developments and Trends in British Company Law – Some Wider Reflections Second Part: Current British Priorities and Wider Reflections
by Rickford Jonathan - 107-157 Shareholder Interaction Preceding Shareholder Meetings of Public Corporations – A Six Country Comparison
by Zetzsche Dirk A.
December 2004, Volume 1, Issue 4
- 391-415 Fundamentals, Developments and Trends in British Company Law – Some Wider Reflections. First Part: Overview and the British Approach
by Rickford Jonathan - 416-439 The Directive on Takeover Bids – Not Worth the Paper It’s Written On?
by Edwards Vanessa - 440-457 The Mandatory Bid Rule in the Takeover Directive: Harmonization Without Foundation?
by Enriques Luca - 458-476 The Rules on Conflict of Laws in the European Takeover Directive
by Siems Mathias M.
October 2004, Volume 1, Issue 3
- 251-339 Executive Remuneration and Corporate Governance in the EU: Convergence, Divergence, and Reform Perspectives
by Ferrarini Guido & Moloney Niamh - 340-367 The Transfer of Shares of Private Companies
by Kalss Susanne - 368-378 The New Italian Corporate Law: an Outline
by Montalenti Paolo - 379-389 Relocation and Taxation: the European Court of Justice Disallows the French Rule of Direct Taxation of Unrealised Gains – Commentary on the ECJ’s Decision in Hughes de Lasteyrie du Saillant –
by Parleani Gilbert
August 2004, Volume 1, Issue 2
- 135-168 Board Models in Europe – Recent Developments of Internal Corporate Governance Structures in Germany, the United Kingdom, France, and Italy
by Hopt Klaus J. & Leyens Patrick C. - 169-205 The Societas Europaea: a Network Economics Approach
by Lombardo Stefano & Pasotti Piero - 206-234 The New Israeli Companies Law: Some Theoretical Highlights
by Procaccia Uriel - 235-249 Company Contracts and Conundrums: when is a Board not a Board and when is a Director not a Person?
by Payne Jennifer
April 2004, Volume 1, Issue 1
- 3-35 European Company Law Reform: Struggling for a More Liberal Approach
by Merkt Hanno - 36-59 Corporate Governance à la Française – Current Trends
by Storck Michel - 60-70 The Private Company in Spain – Some Recent Developments –
by Juan-Mateu Fernando - 71-120 The Wrongful Trading Remedy in UK Law: Classification, Application and Practical Significance
by Hirt Hans C. - 121-134 Inspiring a New European Company Law? – Observations on the ECJs Decision in Inspire Art from a Dutch Perspective and the Imminent Competition for Corporate Charters between EC Member States –
by de Kluiver Harm-Jan