Abstract

http://ssrn.com/abstract=1710006
 
 

Footnotes (112)



 


 



Close Corporation Remedies and the Evolution of the Closely Held Firm


Larry E. Ribstein (Deceased)


University of Illinois College of Law; PERC - Property and Environment Research Center

November 16, 2010

Western New England Law Review, Forthcoming
Illinois Program in Law, Behavior and Social Science Paper No. LBSS10-03
Illinois Public Law Research Paper No. 10-21

Abstract:     
This paper examines the law of closely held firms from an evolutionary perspective. The corporate tax and constraints on the availability of limited liability forced closely held firms to compromise their planning objectives and choose standard forms that did not fully reflect their needs. This forced courts to construct duties and remedies that did not relate to the parties' contracts. The famous close corporation case of Wilkes v. Springside Nursing Home, Inc. classically illustrates this problem. The advent and spread of the limited liability company significantly increased the availability of suitable standard forms for closely held firms. As a result, courts now can focus on fully effectuating the parties’ contracts rather than creating remedies the parties may not have wanted. This analysis has implications for potential improvements in contracting for closely held firms.

Number of Pages in PDF File: 28

JEL Classification: K22

Accepted Paper Series


Download This Paper

Date posted: November 16, 2010 ; Last revised: March 13, 2011

Suggested Citation

Ribstein (Deceased), Larry E., Close Corporation Remedies and the Evolution of the Closely Held Firm (November 16, 2010). Western New England Law Review, Forthcoming; Illinois Program in Law, Behavior and Social Science Paper No. LBSS10-03 ; Illinois Public Law Research Paper No. 10-21. Available at SSRN: http://ssrn.com/abstract=1710006

Contact Information

Larry Edward Ribstein (Deceased) (Contact Author)
University of Illinois College of Law ( email )
504 E. Pennsylvania Avenue
Champaign, IL 61820
United States
217-244-9881 (Phone)
217-244-1478 (Fax)
PERC - Property and Environment Research Center
2048 Analysis Drive
Suite A
Bozeman, MT 59718
United States

Feedback to SSRN


Paper statistics
Abstract Views: 1,858
Downloads: 220
Download Rank: 76,574
Footnotes:  112

© 2014 Social Science Electronic Publishing, Inc. All Rights Reserved.  FAQ   Terms of Use   Privacy Policy   Copyright   Contact Us
This page was processed by apollo7 in 0.281 seconds