- Still money left in that piggy bank: Justice Department shakes $1.7 billion out of J.P. Morgan because its custody wing kept handling a primary Bernie Madoff account while a distant equity desk grew suspicious of him, in what “looks a bit like a tax on bigness and integration” [Matt Levine, Bloomberg; NPR].
- Legacy of TARP one of cronyism and lawlessness [Mark Calabria, USA Today]
- NYT assails a couple of academics as mouthpieces for Wall Street, Felix Salmon has a bit to say about that [Reuters, EconBrowser, Bainbridge, Pirrong] Daniel Fisher on a possible tie-in with Times reporter David Kocieniewski’s earlier piece flaying Goldman Sachs over aluminum warehousing [Forbes]
- “Court Receptive to Overturning SEC’s Conflict Minerals Disclosure Rule” [Fed Soc Blog]
- “Target Breach — Are Dodd-Frank ‘Swipe Fee’ Price Controls to Blame?” [John Berlau, CEI “Open Market”] “Volcker Rule Overshoots Wall Street to Hit Utah” [same]
- “CFPB and Disparate Impact” [Hester Peirce, Point of Law]
- “It might cost you $39K to crowdfund $100K under the SEC’s new rules” [Sherwood Neiss, VentureBeat via @jerrybrito]
- Here’s a novel proposal for corporate governance: use the rules agreed upon by the original parties to the transaction [Hodak]
Posts Tagged ‘corporate governance’
Bad global trends the U.S. is lucky not to be joining, part umpteen
Gender governance quotas [Darren Rosenblum, Prawfs]
“New York lawsuit seeks ‘legal personhood’ for chimpanzees”
On a practical level, corporate and organizational “personhood” has worked coherently for more than a century. Will this? [Reuters, Science; earlier on corporate personhood (“established and relatively uncontroversial,” and progressive in its legal implications)] A Twitter reaction: “If they get the right to air political ads they can only improve the discourse.” [@jacobgrier]
More seriously, Prof. Bainbridge provided an answer to the question both on Twitter (“We treat corporations as people because it is a useful fiction. Animals as persons is not useful.”) and then in a longer blog post, which concludes:
The problem, I believe, is that attempts to define the debate in moral or philosophical terms ignores the basic fact that the rationale for corporate personhood sounds in neither. Instead, it is based on practicality and utility. Put another way, we treat the corporation as a legal person because doing so has proven to be a highly efficient way for real people to organize their business activities and to vindicate their rights. Put yet another way, we treat the corporation as a legal person because it is a nexus of contracts between real persons. Which is something no animal can ever be.
How government transferred value from shareholders to managers
Marc Hodak: “The golden parachute became popular after passage of the Williams Act [of 1968, which insulated managements against “hostile” takeover offers] because the Act effectively gave CEOs a veto over the acquisition of their firm. … Note that this ‘rent extraction,’ as it’s termed by economists, was not the result of managerial power granted by a lazy or corrupt board to a greedy CEO. This was managerial power created by law.”
“Corporate personhood is not the enemy”
Law professor Kaimipono David Wenger, who’s ordinarily found on the opposite side of issues from us, explains why “Corporations aren’t people!” is a vacant slogan and when rightly understood not even a progressive one. [Concurring Opinions]