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The Corporate Paradox

Economic Realities of the Corporate Form of Organization

  • Book
  • © 2000

Overview

Authors:
  1. Wouter H. F. M. Cortenraad

    1. Loeff Claeys Verbeke, Amsterdam, The Netherlands

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Table of contents (10 chapters)

  1. Front Matter

    Pages i-xi
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  2. Introduction

    1. Introduction

      • Wouter H. F. M. Cortenraad
      Pages 1-11

  3. The Corporate form of Organization

    1. Front Matter

      Pages 13-13
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    2. On Buttermilk and Islands of Conscious Power

      • Wouter H. F. M. Cortenraad
      Pages 15-40

    3. The Corporate Vehicle — A View from Organization Theory

      • Wouter H. F. M. Cortenraad
      Pages 41-86

    4. A Paradox Named Limited Liability

      • Wouter H. F. M. Cortenraad
      Pages 87-131

  4. The Corporate Dichotomy: Managers Versus Shareholders

    1. Front Matter

      Pages 133-133
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    2. The Problem of Internal Costs

      • Wouter H. F. M. Cortenraad
      Pages 135-177

    3. The Quest for Remedies: Markets, Monitoring and Managerial Liability

      • Wouter H. F. M. Cortenraad
      Pages 179-212

    4. Disciplining the Unfaithful Agent — Legal Responses to the Internal Costs Problem

      • Wouter H. F. M. Cortenraad
      Pages 213-244

  5. Limited Liability and Organizational Behavior

    1. Front Matter

      Pages 245-245
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    2. The Problem of External Costs

      • Wouter H. F. M. Cortenraad
      Pages 247-278

    3. Extended Liability and Other Possible Remedies

      • Wouter H. F. M. Cortenraad
      Pages 279-330

    4. In Search of Souls to Damn — Legal Responses to the External Costs Problem

      • Wouter H. F. M. Cortenraad
      Pages 331-367

  6. Back Matter

    Pages 369-402
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Keywords

About this book

The `corporation' is by far the most successful legal concept of organization among large business firms. Yet there are numerous examples of firms operated in corporate form that were troubled either by internal problems arising from divergences of interests between the firm's various constituents (notably, managers and investors), or by conflicts with other members of society (including both victims of accidents or environmental pollution caused by the firm and unpaid creditors in the event of business failure). It is this paradox between the corporation's prima facie success and its apparent ambiguity in other respects that is examined in this book.
Using modern economic theory concerning the functioning of markets and organizations, The Corporate Paradox examines how the concept of the corporation relates to the economic entity it organizes and in effect, how it may affect the use that firms make of society's valuable but scarce resources. To this end, both the economic rationales underlying the corporate form of organization and its effects on organizational and individual behavior are reviewed, with special emphasis on the separation between `ownership' and `control' and the principle of limited liability of shareholders, two features which are typical of the corporate concept. Finally, this book surveys, from a predominantly economic perspective, legal remedies that United States and Dutch law have developed in response to certain inefficiencies to which these features may give rise.

Authors and Affiliations

  • Loeff Claeys Verbeke, Amsterdam, The Netherlands

    Wouter H. F. M. Cortenraad

About the author

H.F.M. Cortenraad (1966), is a member of the bar of Amsterdam, The Netherlands. He is currently a practicing lawyer in the Amsterdam offices of Loeff Claeys Verbeke (Nederland), where he specializes in corporate law and commercial litigation. Cortenraad graduated from the law schools of the Universities of Maastricht, The Netherlands, and Toronto, Canada. He is a former legal counsel of the Royal Dutch/Shell Group and a former John M. Olin Visiting Research Fellow in Law and Economics at Harvard Law School, USA.

Bibliographic Information

  • Book Title: The Corporate Paradox

  • Book Subtitle: Economic Realities of the Corporate Form of Organization

  • Authors: Wouter H. F. M. Cortenraad

  • DOI: https://doi.org/10.1007/978-1-4615-4619-1

  • Publisher: Springer New York, NY

  • eBook Packages: Springer Book Archive

  • Copyright Information: Springer Science+Business Media Dordrecht 2000

  • Hardcover ISBN: 978-0-7923-8695-7Published: 30 November 1999

  • Softcover ISBN: 978-1-4613-7088-8Published: 12 October 2012

  • eBook ISBN: 978-1-4615-4619-1Published: 06 December 2012

  • Edition Number: 1

  • Number of Pages: XI, 402

  • Topics: Management, Commercial Law

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