Theoretical Foundations of Business Organization and Regulation
Monday 15.00-17.00, Sala Triaria
Administrative Assistant: Olga Lupu
(Please confirm the seminar start & end dates with the seminar convenor)
6 credits (Optional* 3 Credits)
The seminar focuses on core features of business organization. Business organization takes three forms mainly: firms (companies), long-term contractual arrangements, in virtually all cases arranged in networks of contracts (the so-called organizational contract), and (organized) markets. The seminar focuses on the former two forms mainly, i.e. on companies and on the organizational contract. These are the areas where parties really do extensive drafting and planning, and complex decision making is required from all parties involved. The seminar thus deals with areas such as company law, capital market law, commercial and contract law, to some extent also market regulation, but only as a background for the areas named. Market regulation – albeit only in one particular market and area – was the focus of the (interdisciplinary) seminar on Financial Stability in the winter term; hence the seminars complement each other for the area of (European) commercial law and business regulation in the large sense.
The seminar is aimed at four objectives mainly: firstly, to give participants insight into core theoretical explanations of the phenomena discussed – stemming mostly from legal theory, economics and economic sociology; secondly, to relate this theory to concrete legal problems and arrangements; thirdly, to compare and assess the respective advantages of arrangements in firms and arrangements in long-term contractual network arrangements; fourthly, to give some overview on European private law existing with respect to these questions and areas. In this way, the aim of the seminar is to show how to combine theory and substantive law in writing a thesis (mainly in private law areas) and to give an overview on core areas of European private law. In some instances, the focus will be on a comparison between the EU and the US approaches.
The participants will be required to read 1-3 papers for each session (just reading), and to give one short introduction to the material of one session or to serve as prime interlocutor for this session (more thorough preparation, also on background information).
The topics discussed will include:
1. Overview I. Companies
2. Overview II: Organizational Contract
3. Some Basics of Law, Institutional Economics and Governance
4. The Theory of the Firm
5. The Interplay of Stakeholders in Firms
6. The Principal’s Decision Taking
7. Takeovers, Proxy Fights and Shareholder Empowerment: Europe and US compared
8. Economics and Sociology of Contractual Long-term Network Arrangements
9. Franchising, Distribution Chains and European Contract Law Payment Systems, Investments Services and Markets, and European Contract
A link to the online registration form will be available here on 9 November 2015 and will remain open until 27 November 2015.