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Corporate Law and the Theory of the Firm Wm. Dennis Huber

Corporate Law and the Theory of the Firm By Wm. Dennis Huber

Corporate Law and the Theory of the Firm by Wm. Dennis Huber


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Summary

The book offers an analysis of common law, contract law, property law, agency law, partnership law, trust law, and corporate statutory law using judicial rulings that proves shareholders do not own corporations, that there is no separation of ownership and control, and shareholders are not investors in corporations.

Corporate Law and the Theory of the Firm Summary

Corporate Law and the Theory of the Firm: Reconstructing Corporations, Shareholders, Directors, Owners, and Investors by Wm. Dennis Huber

Dozens of judicial opinions have held that shareholders own corporations, that directors are agents of shareholders, and even that directors are trustees of shareholders' property. Yet, until now, it has never been proven. These doctrines rest on unsubstantiated assumptions.

In this book the author performs a rigorous, systematic analysis of common law, contract law, property law, agency law, partnership law, trust law, and corporate statutory law using judicial rulings that prove shareholders do not own corporations, that there is no separation of ownership and control, directors are not agents of shareholders, and shareholders are not investors in corporations. Furthermore, the author proves the theory of the firm, which is founded on the separation of ownership and control and directors as agents of shareholders, promotes an agenda that wilfully ignores fundamental property law and agency law. However, since shareholders do not own the corporation, and directors are not agents of shareholders, the theory of the firm collapses.

The book corrects decades of confusion and misguided research in corporate law and the economic theory of the firm and will allow readers to understand how property law, agency law, and economics contradict each other when applied to corporate law. It will appeal to researchers and upper-level and graduate students in economics, finance, accounting, law, and sociology, as well as attorneys and accountants.

Corporate Law and the Theory of the Firm Reviews

During the last decades, many areas of the law have been tainted by simplistic economic analyses. Nowhere is this truer than in corporate law, where property rights and agency relationship have been identified when they are absent. Shareholders do not own corporations; they own shares. And Directors and officers are not the shareholders' agents; they are the agents of the corporation. Dennis Huber has written a serious book evidencing these contradictions and the need to bring back corporate law's lost logic. It is a must for business lawyers and for economists willing to address the complexity of the legal structure of the firm. - Jean-Philippe Robe, SciencesPo Law School

Huber's book is one of the most interesting discussions of the relations between law and the economics of the firm to appear in decades. It asserts, in some key respects, the primacy of the law and argues that most of the economics of the firm literature pays too little attention to the law. I don't agree with everything in it, but the book is surely an impressive undertaking that should be of significant inspiration to economists and other social scientists. - Nicolai J. Foss, Copenhagen Business School.

About Wm. Dennis Huber

Wm. Dennis Huber received a DBA in international business, accounting, finance, and economics from the University of Sarasota, Florida; a JD, an MBA in accounting and finance, an MA in Economics, and an MS in public policy from the State University of New York at Buffalo. He also has an LL.M. in homeland and national security lLaw from the Western Michigan University Thomas M. Cooley School of Law. He is a certified public accountant and admitted to the New York Bar. He has taught at universities in the U.S., Canada, Mexico, and the Middle East.

Table of Contents

0. The Ground Floor: Jurisdiction, Common Law, and Contract Law Part I Foundations: Property Law, Agency Law, Trust Laws, and Partnership Law 1. Property and Property Law 2. Agency and Agency Law 3. Trusts and Trust Law 4. Partnerships and Partnership Law Part II Corporations, Corporate Law, and the Contradictions of Corporate Law 5. Corporations and Corporate Law 6. The Contradictions of Corporate Law Part III Sociology, Culture, and Corporations 7. The Social Construction of the Social Reality of Shareholders, Directors, Owners of shares, and Investors in Shares 8. Power and the Cultural Reproduction of Shareholders, Directors, Owners of Shares, and Investors in Shares 9. Reconstructing Corporations, Shareholders, Directors, Owners of Shares, and Investors in Shares Part IV Corporatehood, The Corporation as a Legal Person, and The Theory of the Firm 10. The Corporation as a Legal Person 11. The Theory of the Firm Epilogue

Additional information

NLS9781032236575
9781032236575
1032236574
Corporate Law and the Theory of the Firm: Reconstructing Corporations, Shareholders, Directors, Owners, and Investors by Wm. Dennis Huber
New
Paperback
Taylor & Francis Ltd
2021-12-13
190
N/A
Book picture is for illustrative purposes only, actual binding, cover or edition may vary.
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