The Affair We all are aware that the U.S. Department of Justice recently commenced an investigation into stock transactions involving members of the Senate immediately after they were promptly informed of the Chinese situation by the Health Commission and the International Relations Commission on 24 January 2020.[1] Richard Burr (R.-N.C.), who already explicitly declared himself against the Stop Trading on Congressional Knowledge (STOCK) Act[2] – which prohibits insider trading for members and employees of Congress – in 2012,[3] and his wife entered into 33 transactions ranging from $628,000 to $1.72 million on 13 February 2020, including the sale of shares…
Author: Maria Lucia Passador
Originally introduced on November 13, 2019,[1] the Bill for the “Tax Excessive CEO Pay Act” has recently regained momentum,[2] in the wake of the increased income inequality caused by the Covid-19 pandemic.[3] If approved, the Act will raise the corporate tax rate depending on the reported CEO-to-median worker pay ratio of the company.[4] The increase would spare from 0.5% in case of a 50:1 ratio, to 5% for a 500:1 ratio or higher.[5] The reliance on tax law for curbing the growth of executive compensation[6] could be seen as the acknowledgement (or the consequence) of a corporate law failure,[7] …
Introduction The United Kingdom’s exit from the European Union (‘Brexit’) raises an interesting question on the future of its takeover law: will London continue to champion an open market approach, or will it shift towards protectionism? British media meticulously covered the issue. In 2019, the Financial Times wrote: The UK system, with its blend of openness to foreign bids and investment . . . remains a model. . . . Unfortunately, it has become harder to predict how the government would react if another U.K. crown jewel was up for auction. And as Brexit looms, the risk of protectionist political…
The ever-increasing volume of transnational commercial activity has generated the demand for a system of dispute resolution capable of rendering enforceable judgments, which is also certain, cost-effective, fast, and unbiased.[1] In the absence of an international authority with universal jurisdiction over the resolution of international commercial disputes, the only recourse is reliance upon state-based jurisdiction, i.e., litigation, or arbitration.[2] Given the limitations of national courts in addressing the needs of global commerce – [3] e.g., inadequate or even corrupt legal frameworks in less developed jurisdiction, foreign parties’ lack of familiarity and knowledge of the laws, enforcement of foreign awards –…
Though the primary use of the corporate form is to create business entities, the concepts and statuses that underlie the corporate relationship have been employed in other contexts.[1] A currently pending Supreme Court case illustrates one such unusual use, Yellen v. Confederated Tribes of the Chehalis Reservation.[2] Oral arguments for Yellen are scheduled for April 19, 2021.[3] The case centers on Alaska Native Corporations (“ANCs”) and whether they qualify for certain Coronavirus Aid, Relief, and Economic Security (CARES) Act payments.[4] The questioned payments were assigned to “tribal governments.”[5] The Treasury Department determined that ANCs qualified as tribal governments for the…
While the U.S. tax system does not authorize tax-lowering strategies that lack economic substance,[1] Apple claims that its overseas operations maximize the utility of modern technology to globalize its supply chain.[2] The United States legislative process is intentionally slowed by numerous checks and balances going to the core of our nation’s democratic principles.[3] Human innovation, on the other hand, is not so constrained. This paper examines the impact of the 2017 Tax Cuts and Jobs Act (TCJA) on global corporate structures, using Apple as a case study. It concludes with an exploration of Apple’s use of assets repatriated under the…
Please join us in congratulating the newly elected Vol. XXVII Editorial Board for 2021-22! Below is the Journal’s masthead for the upcoming academic year:
Two of the world’s largest companies, Apple and Facebook, are in the midst of a vicious, public “war” over Apple’s new privacy feature, Apple Tracking Transparency (“ATT”), featured in iOS 14. This war is over the personal data of millions of Apple users and whether companies, like Facebook, should be allowed to track user data as effortlessly as they currently do.[1] The goal of ATT is to provide users with more autonomy over which companies can track their data, by prompting users to disable apps from tracking their data if they so choose.[2] Facebook has become one of the world’s…
Introduction Cryptocurrencies have gained immense popularity since the Great Recession as investors are wary of centralized banks. While this growth is not necessarily a problem, it has created symptoms of one. The growth and popularity of cryptocurrencies have enticed financial institutions to invest seeking higher returns.[1] Financial institutions then rehypothecate with these coins being used as collateral.[2] Cryptocurrency returns can be a gold mine, which entices firms to participate in the exchanges; however, the risks associated with cryptocurrencies are often ignored.[3] Thus, cryptocurrencies have set up the next recession by putting the market in an eerily similar position as prior…
Introduction One of the most discussed question within the field of corporate law is whether the competition among States in the ‘incorporation’ business leads to the enhancement of corporate law, or to its detriment. After New Jersey’s primacy,[1] Delaware established itself as the undisputed winner of the race, notwithstanding Nevada’s attempt to dethrone it.[2] Supporters of the “race to the bottom” theory claim that Delaware, by relying on incorporation fees and franchise taxes for a substantial share of its revenues,[3] is incentivized to offer managerial-oriented corporate law, as directors decide where to incorporate.[4] Moreover, Delaware law promotes…