cover of book

The Economic Structure of Corporate Law
by Frank H. Easterbrook and Daniel R. Fischel
Harvard University Press, 1991
Cloth: 978-0-674-23538-0 | eISBN: 978-0-674-25385-8 | Paper: 978-0-674-23539-7
Library of Congress Classification KF1416.E27 1991
Dewey Decimal Classification 346.73066

The authors argue that the rules and practices of corporate law mimic contractual provisions that parties would reach if they bargained about every contingency at zero cost and flawlessly enforced their agreements. But bargaining and enforcement are costly, and corporate law provides the rules and an enforcement mechanism that govern relations among those who commit their capital to such ventures. The authors work out the reasons for supposing that this is the exclusive function of corporate law and the implications of this perspective.

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