F. Hodge O'Neal Corporate and Securities Law Symposium

Foreword: Path Dependence and Comparative Corporate Governance

Ronald J. Mann and Curtis J. Milhaupt
This symposium issue of the Washington University Law Quarterly focuses the application of path dependence to corporate institutions on a natural topic: comparative corporate governance.
F. Hodge O'Neal Corporate and Securities Law Symposium

Corporate Governance and Economic Efficiency: When Do Institutions Matter?

Ronald J. Gilson
In this Article, I seek to examine the hypothesized link between corporate governance and economic efficiency through two different lenses that highlight the role of national institutions: path dependency and industrial organization.
F. Hodge O'Neal Corporate and Securities Law Symposium

Path Dependence in Corporate Contracting: Increasing Returns, Herd Behavior and Cognitive Biases

Marcel Kahan and Michael Klausner
Part I of this Article reviews our prior analysis of increasing returns in corporate contract terms. Within the rubric of increasing returns, we discuss learning and network externalities in corporate contracts. Parts II and III examine how agency costs and behavioral biases can lead to standardization.
F. Hodge O'Neal Corporate and Securities Law Symposium

America’s Shifting Fascination with Comparative Corporate Governance

Edward B. Rock
In this Article, I want to focus on the specific emergence of the comparativist turn in American corporate law scholarship, to try to appraise the significance of the recent American fascination with German and Japanese corporate governance, and to consider what it tells us about the possible path dependance of corporate law scholarship. Before turning to the comparative scholarship, however, I will first try to put it into context by…
F. Hodge O'Neal Corporate and Securities Law Symposium

Taxes and the Structure of Japanese Firms: The Hidden Aspects of Income Taxation

Hideki Kanda
This Article addresses the influence income taxation has had on Japanese firms.
F. Hodge O'Neal Corporate and Securities Law Symposium

Those Japanese Firms with Their Disdain for Shareholders: Another Fable for the Academy

Steven N. Kaplan and J. Mark Ramseyer
We begin in Section II by discussing the modem theory of path dependence. In Section III, we trace the ties between that theory and the orthodox understanding of how Japanese firms behave. Then in Section IV, we report Steven Kaplan’s recent empirical work on the actual behavior of Japanese firms. Finally, armed with the empirical results that contradict the orthodox view, in Section V we suggest how that view may…