Comparative Analysis Of The Piercing The Corporate Veil Doctrine In English And Danish Law
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| Author | : Marcus Lutter |
| Publisher | : Walter de Gruyter |
| Total Pages | : 716 |
| Release | : 2006 |
| Genre | : Business & Economics |
| ISBN | : 9783899493399 |
Europe has known very different systems of company laws for a long time. These differences do not only pertain to the board structures of public companies, where single-tier and two-tier structures can be distinguished, they also pertain to the principles of fixed legal capital. Fixed legal capital is not a traditional ingredient of English and Irish company law and had to be incorpo-rated into these legal systems (only) for public limited companies according to the Second European Company Law Directive of 1976. Both jurisdictions have never really embraced these rules. Against this background, the British Accounting Standards Board (ASB) and the Company Law Centre at the British Institute of International and Comparative Law (BIICL) have initiated and supported a study of the benefits of this legal system by a group of experts led by Jonathan Rickford. The report of this group has been published in 2004. Its result was that legal capital was costly and superfluous; hence, the Second Directive should be repealed. The British government has adopted this view and wants the European Commission to act accordingly. Against this background a group of German and European company law experts, academics as well as practitioners, have come together to scrutinise sense and benefits of fixed legal capital and all its specific elements guided by the following questions: What is the relevant legal concept supposed to achieve? What does it achieve in reality? What criticisms are there? Which proposals or alternatives are available? From the outset the group of experts has endeavoured to cooperate with foreign colleagues, which resulted in very fruitful and pleasant exchanges. This volume contains, besides an executive summary of the results, 16 essays on specific aspects of legal capital in Germany covering also neighbouring fields of law (e.g. accounting, insolvency);7 reports on fixed legal capital in other jurisdictions (France, Great Britain, Italy, the Netherlands, Poland, Spain and the U.S.A.) addressing the same questions as the essays on German law. The British initiative disapproves of the Second Directive. The Directive does only deal with public limited companies in Europe, which is reflected in the analysis presented here. It is only concerned with the fixed legal capital of public limited companies, not with capital issues of private companies. The study has arrived at a result that differs completely from that of the Rickford group. It verifies the usefulness of the concept of fixed legal capital and wishes to convince the European Commission of the benefits of the Second Company Law Directive.
| Author | : Christian A. Witting |
| Publisher | : Cambridge University Press |
| Total Pages | : 501 |
| Release | : 2018-01-11 |
| Genre | : Business & Economics |
| ISBN | : 1107039924 |
Discusses the nature of corporate groups and networks, and provides arguments for rules extending liability beyond insolvent entities.
| Author | : Francesco Berlingieri |
| Publisher | : CRC Press |
| Total Pages | : 874 |
| Release | : 2013-08-29 |
| Genre | : Law |
| ISBN | : 1135117470 |
This book is an invaluable source of information about the claims in respect of which a ship may be arrested in the various maritime countries of the world, the conditions for obtaining an order of arrest, the need, if any, for a security, the manner by which the ship that has been arrested may be released, the possibility of a multiple arrest and the jurisdiction on the merits. Berlingieri provides an analysis and insightful commentary, on an article per article and paragraph per paragraph basis, of the 1952 International Convention for the Unification of Certain Rules Relating to the Arrest of Sea-Going Ships and the 1999 International Convention on Arrest of Ships (entering into force September 2011). New to this edition Updating of the information on the interpretation of the 1952 Convention in a number of Contracting States An analysis of the adoption of the rules of the 1999 Conventions in various States of the world, including China, the member States of the Communauté Économique et Monétaire de l’Afrique Centrale (Cameroon, Congo, Gabon, Tchad), the member States of the Comunidad Andina (Bolivia, Columbia, Ecuador and Peru) and Venezuela. This book is a useful reference tool for practitioners, as well as academics and post-graduate students of maritime law.
| Author | : Beate Sjåfjell |
| Publisher | : Cambridge University Press |
| Total Pages | : 373 |
| Release | : 2015-05-21 |
| Genre | : Business & Economics |
| ISBN | : 1107043271 |
This book advances an innovative, multi-jurisdictional argument for the necessity of company law reform to reorient companies towards environmental sustainability.
| Author | : |
| Publisher | : |
| Total Pages | : 1596 |
| Release | : 1987 |
| Genre | : Economics |
| ISBN | : |
| Author | : Hanne S. Birkmose |
| Publisher | : Kluwer Law International B.V. |
| Total Pages | : 519 |
| Release | : 2019-09-05 |
| Genre | : Law |
| ISBN | : 9403508957 |
Whether the corporate form is used to avoid liabilities or cover illegal acts, or whether abuse is practised to obtain certain advantages, the subject of this first-ever in-depth survey and analysis garners more attention every day – both in legal literature and in popular media. Taken together, the authoritative contributions in this book clearly and comprehensively reveal typical situations where abuse may take place and how company law and other areas of law have tackled these incidents and practices in a variety of key jurisdictions. Focusing on Europe but with global implications, the topics raised include the following: how group structures may be used by multinational enterprises to escape regulation and avoid taxation; whether the decision to incorporate a company in a particular jurisdiction may be abusive; companies set up for the purpose of money laundering; letterbox companies formed as a front to allow a company to benefit from one legal regime and avoid others; ex post transfers of seats such as cross-border mergers and conversions; when the use of phoenix companies may constitute an abuse of the corporate form; how corporate mobility is used to circumvent worker participation; and how online company formation and technological innovation may foster abuse. This book helps to explain how the line is drawn between abuse and (creative) use of the corporate form. Remedies covered include restricting the use of bearer shares, setting minimum capital requirements, piercing the corporate veil, ensuring transparency of beneficial ownership, using insolvency law to lodge claims against directors and shareholders and recover assets, and applying the general principle prohibiting abuse. There is no other book on the market focusing on abuse of companies and giving such a comprehensive analysis of the topic. Practitioners will get guidelines on how to avoid becoming involved in activities that may constitute abuse and how to address instances where abuse has occurred, and interested academics, legislators, and enforcement authorities in Europe and beyond will find this book’s perspectives invaluable.
| Author | : Andrei Gabov |
| Publisher | : АНО "Стартап" |
| Total Pages | : 328 |
| Release | : 2017 |
| Genre | : Corporation law |
| ISBN | : 5990975120 |
This publication is intended to provide you with accurate and authoritative information concerning the subject matter covered. However, this publication is not a substitute for the advice of an attorney. If you require a legal or other expert advice, you should seek the services of a competent attorney or other professional.
| Author | : Cedric Ryngaert |
| Publisher | : |
| Total Pages | : 273 |
| Release | : 2015 |
| Genre | : Law |
| ISBN | : 0199688516 |
This fully updated second edition of Jurisdiction in International Law examines the international law of jurisdiction, focusing on the areas of law where jurisdiction is most contentious: criminal, antitrust, securities, discovery, and international humanitarian and human rights law. Since F.A. Mann's work in the 1980s, no analytical overview has been attempted of this crucial topic in international law: prescribing the admissible geographical reach of a State's laws. This new edition includes new material on personal jurisdiction in the U.S., extraterritorial applications of human rights treaties, discussions on cyberspace, the Morrison case. Jurisdiction in International Law has been updated covering developments in sanction and tax laws, and includes further exploration on transnational tort litigation and universal civil jurisdiction. The need for such an overview has grown more pressing in recent years as the traditional framework of the law of jurisdiction, grounded in the principles of sovereignty and territoriality, has been undermined by piecemeal developments. Antitrust jurisdiction is heading in new directions, influenced by law and economics approaches; new EC rules are reshaping jurisdiction in securities law; the U.S. is arguably overreaching in the field of corporate governance law; and the universality principle has gained ground in European criminal law and U.S. tort law. Such developments have given rise to conflicts over competency that struggle to be resolved within traditional jurisdiction theory. This study proposes an innovative approach that departs from the classical solutions and advocates a general principle of international subsidiary jurisdiction. Under the new proposed rule, States would be entitled, and at times even obliged, to exercise subsidiary jurisdiction over internationally relevant situations in the interest of the international community if the State having primary jurisdiction fails to assume its responsibility.
| Author | : Larry Catá Backer |
| Publisher | : |
| Total Pages | : 0 |
| Release | : 2002 |
| Genre | : Corporation law |
| ISBN | : 9780890895269 |
This book studies the systems regulating the relationships between the primary participants in a corporation -- shareholders, officers, directors -- and the state in the most important commercial regions of the world today. The book focuses on presenting differences in a number of significant areas of corporate governance, specifically, the formal sources of law, and the approach as manifest in actual regulation. The book also explores the ways different systems interact by looking at ways corporations created in one state are recognized and permitted to function in other states. Comparative Corporate Law studies the differences between systems to determine the extent to which those differences are superficial, thus masking a common core of norms, or evidence of the existence of incompatible views. The ultimate aim is to understand the ways in which systems adjust to the existence of other, sometimes competitive, systems of corporate governance. In an era of global trade, the power of harmonization, emulation, penetration, convergence, and separation, is inseparably linked to the comparative study of governance systems. Backer provides the framework for that study with clarity and attention to detail. A teacher's manual is forthcoming.
| Author | : United States. National Labor Relations Board. Office of the General Counsel |
| Publisher | : |
| Total Pages | : 500 |
| Release | : 1995 |
| Genre | : Law |
| ISBN | : |
