Fordham Journal of Corporate & Financial Law

The Crumbled Difference Between Legal and Illegal Arbitration Awards: Hall Street Associates and the Waning Public Policy Exception

Last year, the US Supreme Court decided Hall Street Associates. In this case, the parties entered into a commercial lease that included an arbitration provision. The arbitration provision permitted a reviewing court to vacate the decision of the arbitrator on grounds not included within the Federal Arbitration Act. This article argues that the Hall Street Associates opinion has displaced the public policy exception in the context of enforcing arbitration awards, and that displacement offends ...

Cornerstone Investors and Initial Public Offerings On the Stock Exchange of Hong Kong

The Stock Exchange of Hong Kong had an exuberant year in 2006 when it listed sixty-two companies. The listing of the Industrial and Commercial Bank of China Limited on its Main Board earned the exchange the enviable status of being home to the world's largest initial public offering. The HK$333.2 billion in initial public offering capital raised during the year propelled it to the position of second among global exchanges, behind London but ahead of New York. This Article examines an increasi...

Articles

Eat Your Vegetables (or at Least Understand Why You Should): Can Better Warning and Education of Prospective Minority Owners Reduce Oppression in Closely Held Businesses?

This article suggests that statutes governing both corporations and limited liability companies should require all owners to read several warnings about the dangers of a lack of advance planning before starting a business, or before purchasing an equity interest in an existing closely held business. Part I of this article reviews the current landscape of available business forms and details the many ways in which the majority owners of a business can take advantage of the minority owners. Par...

Note

Securities Fraud, Officer and Director Bars, and the 'Unfitness' Inquiry After Sarbanes-Oxley

This article examines the federal courts' inconsistent and problematic interpretations of the officer and director bar statutes and proposes a solution that satisfies Congress's intent and that is fair both to the Securities and Exchange Commission and to the defendants in enforcement proceedings. Part I reviews the history of the officer and director bar as a remedy for securities fraud violations. Part II categorizes and discusses the various approaches that federal courts have taken in int...