A post by guest blogger Penelope Bergkamp
The topic of corporate social responsibility (CSR) is old, but still much debated. For a long time, the dominant view has been that corporations do not have social responsibility, but the tide appears to have changed. Recently, both governments and corporations have explicitly endorsed CSR. But how can corporations pursue the common good in a competitive market economy? Clearly, by providing employment, goods and services, and entering into various transactions, corporations advance welfare, but in what sense other than normal commercial behavior can they be “socially responsible”? Continue reading “The Mystery of Corporate Social Responsibility In a Market Economy”
Recently, PM Theresa May indicated her willingness to pursue a “hard” Brexit, taking Great Britain completely out of the EU’s single market in order to reclaim full control of immigration and shake off the authority of the EU’s judges. The consequences of such a Brexit promise to be far-reaching, both for natural and legal persons. With respect to the latter, time has come to really start thinking about a plan B (pun intended).
Continue reading “Brexit and Corporate Citizenship”
Wenslijst van een commercialist bij een hervorming van het Burgerlijk Wetboek
De christelijke volkspartij had er in de seventies een wervende slogan mee. Raymond van het Groenewoud gebruikte het voor het refrein van zijn hit uit 1978 Vlaanderen Boven. Omdat mensen belangrijk zijn.
Het zou ook het motto van het Burgerlijk Wetboek kunnen zijn. Continue reading “Omdat mensen belangrijk zijn?”
This week the (already) third edition of the influential book The Anatomy of Corporate Law was published by Oxford University Press. The book provides the reader with a solid framework to understand corporate law from a comparative perspective. The following key jurisdictions are covered: US, UK, Brazil, Italy, France, Germany, and Japan. The general structure of the previous editions is maintained. The quality of the authors guarantees the quality of the work.
Continue reading “The Anatomy of Corporate Law”
Closing Lecture, 2 March 2017 at 6 p.m. (Promotion Hall, Leuven)
The 2017 Dieter Heremans Lectures in Law & Economics at KU Leuven (Belgium) are given by Professor Larry A. DiMatteo (University of Florida).
You are kindly invited to the Closing Lecture, 2 March 2017 at 6 p.m. (Promotion Hall, Naamsestraat, Leuven, Belgium): Continue reading “2017 Heremans Lectures: Professor Larry DiMatteo (University of Florida) on the economic analysis of contract law”
In one of our previous posts, we observed that the EU Court of Justice seems to be more lenient towards creditor protection measures in insolvency law than towards comparable measures in company law (see C‑594/14, Kornhaas). Moreover, the connecting factor for insolvency law (the so-called Centre of Main Interests, COMI) is not (entirely) freely selectable. Therefore, we concluded, Member States wishing to impose national requirements on non-domestic EU companies should make sure that these requirements are designed as rules of insolvency law.
A more detailed analysis of the Kornhaas judgment and its consequences for creditor protection mechanisms in both company and insolvency law can be found in G. Lindemans, “The Walls Have Fallen, Run for the Keep: Insolvency Law as the New Company Law for Third Parties”, ERPL 2016, vol. 5, 877-891, which was published earlier today.
Een post door gastblogger Simon Landuyt
Debt and equity have in common that they are both provided to a company by an investor in return for a claim on its assets. For the creditor, the claim and the repayment date are fixed. On the other hand, the shareholder is a residual claimant. He will, in principle, only receive from the company to the extent the company’s assets exceed its liabilities. As a consequence, the claim of the shareholder is subordinated to the claim of the creditor. Therefore, at least in certain jurisdictions, it often happens that creditors or bankruptcy trustees try to qualify or “recharacterize” a rather vague financial contract of (another) investor into equity once the company gets into difficulties.
Continue reading “You can’t have your cake and eat it too: on debt as equity”