Henry Hansmann

Yale University - Law School

Oscar M. Ruebhausen Professor of Law

P.O. Box 208215

New Haven, CT 06520-8215

United States

European Corporate Governance Institute (ECGI)

Fellow

c/o ECARES ULB CP 114

B-1050 Brussels

Belgium

http://www.ecgi.org

  • Yale University - Law School

    • Email
    • Tel: 203-432-7101
SCHOLARLY PAPERS

37

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177

Scholarly Papers (37)

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1.

What is Corporate Law?

Yale Law & Economics Research Paper No. 300
Number of pages: 21 Posted: 27 Jul 2004 Last Revised: 26 Jan 2017
Henry Hansmann and Reinier Kraakman
Yale University - Law School and Harvard Law School
Downloads 13,082 (260)
Citation 3

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legal personality, limited liability, transferable shares, delegated management, investor ownership, agency problems, default and mandatory rules, choice of law, share ownership

2.

The End of History for Corporate Law

Yale Law School Working Paper No. 235; NYU Working Paper No. 013; Harvard Law School Discussion Paper No. 280; Yale SOM Working Paper No. ICF - 00-09
Number of pages: 36 Posted: 10 Mar 2000
Henry Hansmann and Reinier Kraakman
Yale University - Law School and Harvard Law School
Downloads 12,181 (288)
Citation 88

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3.

The Essential Elements of Corporate Law

Oxford Legal Studies Research Paper No. 20/2009, Yale Law, Economics & Public Policy Research Paper No. 387, Harvard Law and Economics Research Paper No. 643, Harvard Public Law Working Paper No. 09-39, European Corporate Governance Institute (ECGI) - Law Working Paper No. 134/2009
Number of pages: 37 Posted: 21 Jul 2009 Last Revised: 10 Dec 2018
John Armour, Henry Hansmann and Reinier Kraakman
University of Oxford - Faculty of Law, Yale University - Law School and Harvard Law School
Downloads 11,710 (313)
Citation 3

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Corporation, agency problem, corporate law, corporate regulation, corporate governance, securities law, limited liability, regulatory competition, mandatory rules, comparative corporate law, evolution of corporate law

4.

Agency Problems, Legal Strategies, and Enforcement

Oxford Legal Studies Research Paper No. 21/2009, Yale Law, Economics & Public Policy Research Paper No. 388, Harvard Law and Economics Research Paper Series No. 644 , European Corporate Governance Institute (ECGI) - Law Working Paper No. 135/2009
Number of pages: 23 Posted: 21 Jul 2009 Last Revised: 10 Dec 2018
John Armour, Henry Hansmann and Reinier Kraakman
University of Oxford - Faculty of Law, Yale University - Law School and Harvard Law School
Downloads 6,521 (954)

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Agency, agency cost, agency problem, appointment rights, decision rights, control rights, regulation, corporate governance, equal treatment, trustee, mandatory disclosure, enforcement, private enforcement, public enforcement, gatekeeper control

5.

The Essential Role of Organizational Law

Downloads 4,552 ( 1,787)
Citation 10

The Essential Role of Organizational Law

NYU Law and Economics Working Paper No. 00-006; Harvard Law and Economics Discussion Paper 284; Yale ICF Working Paper No. 00-11
Number of pages: 47 Posted: 07 Jun 2000
Henry Hansmann and Reinier Kraakman
Yale University - Law School and Harvard Law School
Downloads 4,552 (1,758)
Citation 10

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The Essential Role of Organizational Law

Yale Law Journal, Vol. 110, December 2000
Posted: 17 Aug 2001
Henry Hansmann and Reinier Kraakman
Yale University - Law School and Harvard Law School

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Asset partitioning, legal entities, limited liability, property rights

6.

Agency Problems and Legal Strategies

THE ANATOMY OF CORPORATE LAW: A COMPARATIVE AND FUNCTIONAL APPROACH, R. Kraakman, P. Davies, H. Hansmann, G. Hertig, K. Hopt, H. Kanda, and E. Rock, Oxford University Press, pp. 21-31, 2004
Number of pages: 13 Posted: 13 Dec 2004
Henry Hansmann and Reinier Kraakman
Yale University - Law School and Harvard Law School
Downloads 4,154 (2,097)
Citation 6

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Agency, agency cost, agency problem, appointment rights, decision rights, control rights, regulation, corporate governance, equal treatment, trustee, mandatory disclosure

7.

Law and the Rise of the Firm

Downloads 3,924 ( 2,322)
Citation 33

Law and the Rise of the Firm

ECGI - Law Working Paper No. 57/2006, Yale Law & Economics Research Paper No. 326
Number of pages: 69 Posted: 03 Jan 2006
Henry Hansmann, Reinier Kraakman and Richard Squire
Yale University - Law School, Harvard Law School and Fordham University School of Law
Downloads 3,039 (3,521)
Citation 36

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Corporations, Partnerships, Companies, History of the Firm, Entity Shielding, Limited Liability, Legal Entities, Bankruptcy

Law and the Rise of the Firm

Harvard Law Review, Vol. 119, No. 5, pp. 1333-1403, March 2006, Harvard Law and Economics Discussion Paper No. 546
Number of pages: 70 Posted: 31 Jul 2006
Henry Hansmann, Reinier Kraakman and Richard Squire
Yale University - Law School, Harvard Law School and Fordham University School of Law
Downloads 885 (25,690)

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Law and the Rise of the Firm

University of Illinois at Urbana-Champaign's Academy for Entrepreneurial Leadership Historical Research Reference in Entrepreneurship
Posted: 09 Nov 2009
Henry Hansmann, Reinier Kraakman and Richard Squire
Yale University - Law School, Harvard Law School and Fordham University School of Law

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Legal protection, Limited liability companies (LLC), Asset management, Firm ownership, Legal systems

8.

Foundations of Corporate Law

FGV Direito SP Research Paper Series No. 147, European Corporate Governance Institute (ECGI) - Law Working Paper No. 336/2017
Number of pages: 39 Posted: 26 Jan 2017 Last Revised: 06 Jun 2017
John Armour, Henry Hansmann, Reinier Kraakman and Mariana Pargendler
University of Oxford - Faculty of Law, Yale University - Law School, Harvard Law School and Fundação Getulio Vargas Law School at São Paulo
Downloads 1,856 (8,304)
Citation 3

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Legal Personality; Limited Liability; Transferable Shares; Delegated Management; Investor Ownership; Agency Problems; Default and Mandatory Rules; Choice of Law; Share Ownership

9.

Regulatory Dualism as a Development Strategy: Corporate Reform in Brazil, the U.S., and the EU

Stanford Law and Economics Olin Working Paper No. 390, Columbia Law and Economics Working Paper No. 368, Yale Law & Economics Research Paper No. 399, ECGI - Law Working Paper No. 149/2010, Rock Center for Corporate Governance at Stanford University Working Paper No. 80
Number of pages: 60 Posted: 26 Jan 2010 Last Revised: 04 Jan 2015
Ronald J. Gilson, Henry Hansmann and Mariana Pargendler
Stanford Law School, Yale University - Law School and Fundação Getulio Vargas Law School at São Paulo
Downloads 1,801 (8,745)
Citation 9

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Corporate Governance, Regulatory Dualism, Capital Market Reform

10.

Reflections on the End of History for Corporate Law

Convergence of Corporate Governance: Promise and Prospects, Abdul Rasheed and Toru Yoshikawa, eds., Palgrave-MacMillan, 2012, Yale Law & Economics Research Paper No. 449
Number of pages: 16 Posted: 28 Jun 2012 Last Revised: 31 Jul 2012
Henry Hansmann and Reinier Kraakman
Yale University - Law School and Harvard Law School
Downloads 1,746 (9,161)

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corporate governance, convergence

11.

Property, Contract, and Verification: The Numerus Clausus Problem and the Divisibility of Rights

Harvard Law School, Public Law Research Paper No. 37; Harvard Law and Economics Discussion Paper No. 388
Number of pages: 46 Posted: 30 Aug 2002
Henry Hansmann and Reinier Kraakman
Yale University - Law School and Harvard Law School
Downloads 1,496 (11,779)
Citation 19

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property, contract, property rights, contract rights, verification, notice, numerus clausus

12.

The Evolution of Shareholder Voting Rights: Separation of Ownership and Consumption

Yale Law Journal, Vol. 123, pp. 100-165, 2014, European Corporate Governance Institute (ECGI) - Law Working Paper No. 219/2013
Number of pages: 72 Posted: 17 Feb 2013 Last Revised: 04 Nov 2018
Henry Hansmann and Mariana Pargendler
Yale University - Law School and Fundação Getulio Vargas Law School at São Paulo
Downloads 1,373 (13,506)
Citation 3

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Corporate Governance, History, Ownership Structure, Shareholder Voting Rights

13.

Corporation and Contract

Downloads 1,371 ( 13,569)

Corporation and Contract

ECGI - Law Working Paper No. 66/2006
Number of pages: 23 Posted: 29 Mar 2006
Henry Hansmann
Yale University - Law School
Downloads 1,371 (13,294)
Citation 7

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Corporation and Contract

American Law and Economics Review, Vol. 8, Issue 1, pp. 1-19, 2006
Posted: 29 Feb 2008
Henry Hansmann
Yale University - Law School

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14.

Firm Ownership and Organizational Form

The Handbook of Organizational Economics, Robert Gibbons and John Roberts, eds., Princeton University Press, December 2012, Yale Law & Economics Research Paper No. 450
Number of pages: 34 Posted: 05 Jul 2012 Last Revised: 31 Jul 2012
Henry Hansmann
Yale University - Law School
Downloads 1,241 (15,799)

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firm structure, ownership, organizational economics, enterprise form

15.

The Basic Governance Structure: The Interests of Shareholders as a Class

European Corporate Governance Institute (ECGI) - Law Working Paper No. 337/2017, Oxford Legal Studies Research Paper No. 11/2017
Number of pages: 40 Posted: 26 Jan 2017 Last Revised: 14 Mar 2017
John Armour, Luca Enriques, Henry Hansmann and Reinier Kraakman
University of Oxford - Faculty of Law, University of Oxford Faculty of Law, Yale University - Law School and Harvard Law School
Downloads 1,108 (18,769)
Citation 6

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Shareholder-Management Conflict; One-Tier and Two-Tier Boards; Director Appointment; Directors Removal; Decision Rights; Shareholder Coordination; Independent Directors; Executive Compensation

16.

The New Business Entities in Evolutionary Perspective

Downloads 1,093 ( 19,186)
Citation 6

The New Business Entities in Evolutionary Perspective

Number of pages: 10 Posted: 16 Feb 2005
Henry Hansmann, Reinier Kraakman and Richard Squire
Yale University - Law School, Harvard Law School and Fordham University School of Law
Downloads 1,093 (18,824)
Citation 6

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Corporations, Partnerships, Organizations, History, Limited Liability Companies, Legal Entitites, Asset Partitioning

The New Business Entities in Evolutionary Perspective

European Business Organization Law Review, Vol. 8, 2007
Posted: 16 May 2007
Henry Hansmann, Reinier Kraakman and Richard Squire
Yale University - Law School, Harvard Law School and Fordham University School of Law

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corporations; partnerships; organizations; history; limited liability companies; legal entities; asset partitioning

17.

Higher Education as an Associative Good

Yale Law and Economics Working Paper No. 231; Yale ICF Working Paper No. 99-15
Number of pages: 19 Posted: 05 Dec 1999
Henry Hansmann
Yale University - Law School
Downloads 987 (22,263)
Citation 4

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18.

Globalizing Commercial Litigation

Downloads 898 ( 25,553)
Citation 10

Globalizing Commercial Litigation

Yale Law & Economics Research Paper No. 357
Number of pages: 60 Posted: 26 Mar 2008 Last Revised: 20 Jul 2008
Jens Dammann and Henry Hansmann
University of Texas at Austin - School of Law and Yale University - Law School
Downloads 560 (47,826)

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adjudication, arbitration, courts, competition, choice of forum, international litigation, choice of law, contracts, rule of law, regulatory competition, development

Globalizing Commercial Litigation

Cornell Law Review, Vol. 94, No. 1, 2008, Yale Law & Economics Research Paper No. 380
Number of pages: 73 Posted: 07 Apr 2009 Last Revised: 11 Jun 2009
Jens Dammann and Henry Hansmann
University of Texas at Austin - School of Law and Yale University - Law School
Downloads 338 (88,547)
Citation 1

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adjudication, arbitration, courts, competition, choice of forum, international litigation, choice of law, contracts, rule of law, regulatory competition, development

19.

Extraterritorial Courts for Corporate Law

ECGI - Law Working Paper No. 43/2005, U of Texas law, Law and Econ Research Paper No. 056, Yale ICF Working Paper No. 05-12, Yale Law School, Public Law Working Paper No. 102, Yale Law & Economics Research Paper No. 315
Number of pages: 41 Posted: 16 May 2005
Henry Hansmann and Jens Dammann
Yale University - Law School and University of Texas at Austin - School of Law
Downloads 772 (31,531)

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extraterritorial, courts, Delaware, regulatory competition, arbitration, soverignity, jurisdiction

20.

Supreme Court Amicus Brief of 19 Corporate Law Professors, Friedrichs v. California Teachers Association, No. 14-915

Number of pages: 55 Posted: 08 Nov 2015
John C. Coates, IV, Lucian A. Bebchuk, Bernard S. Black, John C. Coffee, James D. Cox, Ronald J. Gilson, Jeffrey N. Gordon, Lawrence A. Hamermesh, Henry Hansmann, Robert J. Jackson, Jr., Marcel Kahan, Vikramaditya S. Khanna, Michael Klausner, Reinier Kraakman, Donald C. Langevoort, Brian JM Quinn, Edward B. Rock, Mark J. Roe and Helen S. Scott
Harvard Law School, Harvard Law School, Northwestern University - Pritzker School of Law, Columbia Law School, Duke University School of Law, Stanford Law School, Columbia Law School, Widener University Delaware Law School, Yale University - Law School, Professor of Law, New York University School of Law, University of Michigan Law School, Stanford Law School, Harvard Law School, Georgetown University Law Center, BC Law School, New York University School of Law, Harvard Law School and New York University (NYU)
Downloads 529 (52,051)

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corporate politics, union politics, First Amendment, shareholder rights, corporate speech

21.

External and Internal Asset Partitioning: Corporations and Their Subsidiaries

The Oxford Handbook of Corporate Law and Governance, Forthcoming, Yale Law & Economics Research Paper No. 535
Number of pages: 44 Posted: 20 Feb 2016 Last Revised: 06 Feb 2018
Henry Hansmann and Richard Squire
Yale University - Law School and Fordham University School of Law
Downloads 508 (54,931)

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asset partitioning, corporations, subsidiaries, corporate groups, external partitioning, internal partitioning, creditor remedies, veil piercing, enterprise liability

22.

A Global Market for Judicial Services

U of Texas Law, Law and Econ Research Paper No. 98, Yale Law & Economics Research Paper No. 347
Number of pages: 69 Posted: 31 Mar 2007 Last Revised: 03 Mar 2015
Jens Dammann and Henry Hansmann
University of Texas at Austin - School of Law and Yale University - Law School
Downloads 499 (56,044)
Citation 2

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Judicial services, arbitration, courts, competition, choice of forum, international litigation, choice of law, corporations, regulatory competition, development

23.

All Firms are Cooperatives – And so are Governments

Journal of Entrepreneurial and Organizational Diversity, Vol. 2, No. 2, pp. 1-10, 2013.
Number of pages: 10 Posted: 29 Jan 2014
Henry Hansmann
Yale University - Law School
Downloads 429 (67,466)

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Entrepreneurship, cooperatives, nonprofit organizations, public enterprises, private enterprises, governance, firm organization

24.

Royalties for Artists Versus Royalties for Authors and Composers

Downloads 415 ( 70,233)

Royalties for Artists Versus Royalties for Authors and Composers

Yale Law & Economics Research Paper No. 250
Number of pages: 28 Posted: 11 Apr 2001
Henry Hansmann and Marina Santilli
Yale University - Law School and affiliation not provided to SSRN
Downloads 415 (69,583)
Citation 1

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droit de suite, royalties, artists, authors, commissions

Royalties for Artists Versus Royalties for Authors and Composers

Forthcoming in Journal of Cultural Economics
Posted: 09 Aug 2001
Henry Hansmann and Marina Santilli
Yale University - Law School and affiliation not provided to SSRN

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droit de suite, royalties, artists, authors, commissions

25.

Legal Entities as Transferable Bundles of Contracts

Michigan Law Review, Forthcoming
Number of pages: 39 Posted: 05 Mar 2012 Last Revised: 07 May 2012
Kenneth Ayotte and Henry Hansmann
University of California, Berkeley - School of Law and Yale University - Law School
Downloads 414 (70,458)
Citation 6

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legal entities, subsidiaries, assignment, theory of the firm

26.

Ownership Form and Trapped Capital in the Hospital Industry

Downloads 394 ( 74,736)
Citation 5

Ownership Form and Trapped Capital in the Hospital Industry

Yale Law & Economics Research Paper No. 266
Number of pages: 40 Posted: 04 Dec 2002
Henry Hansmann, Daniel P. Kessler and Mark B. McClellan
Yale University - Law School, Stanford Graduate School of Business and Brookings Institution
Downloads 342 (87,377)
Citation 1

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nonprofit, hospitals, exit, capacity, capital, ownership, supply response

Ownership Form and Trapped Capital in the Hospital Industry

NBER Working Paper No. w8989
Number of pages: 39 Posted: 07 Jun 2002 Last Revised: 27 Oct 2010
Henry Hansmann, Daniel P. Kessler and Mark B. McClellan
Yale University - Law School, Stanford Graduate School of Business and Brookings Institution
Downloads 52 (391,191)

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27.

Incomplete Organizations: Legal Entities and Asset Partitioning in Roman Commerce

European Corporate Governance Institute (ECGI) - Law Working Paper No. 271/2014, Yale Law & Economics Research Paper No. 511
Number of pages: 36 Posted: 09 Oct 2014 Last Revised: 01 Nov 2014
Henry Hansmann, Reinier Kraakman and Richard Squire
Yale University - Law School, Harvard Law School and Fordham University School of Law
Downloads 381 (77,646)
Citation 2

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asset partitioning, entity shielding, limited liability, legal history, Ancient Rome, business organizations, corporations

28.

The Governance of Foundation-Owned Firms

Number of pages: 50 Posted: 07 Feb 2018
Henry Hansmann and Steen Thomsen
Yale University - Law School and Copenhagen Business School
Downloads 336 (147,561)

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Industrial Foundations; Nonprofit Firms; Denmark; Behavioral Economics; Theory of the Firm; Identity Economics; Managerial Incentives; Non-pecuniary Incentives; Corporate Governance; Fiduciaries; Managerial Agency Costs; Foundation Governance Index

29.

Firm Ownership: The Legacy of Grossman and Hart

Number of pages: 9 Posted: 26 Jul 2015
Henry Hansmann
Yale University - Law School
Downloads 224 (138,126)
Citation 1

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Theory of the Firm, Ownership, Property Rights, Cooperatives, Government

30.

The Evolving Economic Structure of Higher Education

University of Chicago Law Review, Vol. 79, No. 1, 2012, Yale Law & Economics Research Paper No. 448
Number of pages: 25 Posted: 26 Jun 2012 Last Revised: 31 Jul 2012
Henry Hansmann
Yale University - Law School
Downloads 179 (169,410)

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higher education, universities, colleges, privatization, ownership, governmental services

31.

Supreme Court Amicus Brief of 22 Corporate Law Professors, Mark Janus v. American Federation of State, County and Municipal Employees, Council 31, et aL, No. 16-1466

Number of pages: 56 Posted: 02 Jan 2018
John C. Coates, IV, Lucian A. Bebchuk, John C. Coffee, Bernard S. Black, Lawrence A. Hamermesh, James D. Cox, Marcel Kahan, Reinier Kraakman, Jeffrey N. Gordon, Ronald J. Gilson, Vikramaditya S. Khanna, Michael Klausner, Henry Hansmann, Donald C. Langevoort, Brian JM Quinn, Michal Barzuza, Mira Ganor, Edward B. Rock, Mark J. Roe, Helen S. Scott, Holger Spamann and Randall S. Thomas
Harvard Law School, Harvard Law School, Columbia Law School, Northwestern University - Pritzker School of Law, Widener University Delaware Law School, Duke University School of Law, New York University School of Law, Harvard Law School, Columbia Law School, Stanford Law School, University of Michigan Law School, Stanford Law School, Yale University - Law School, Georgetown University Law Center, BC Law School, University of Virginia School of Law, University of Texas at Austin - School of Law, New York University School of Law, Harvard Law School, New York University (NYU), Harvard Law School and Vanderbilt University - Law School
Downloads 120 (235,011)

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corporate politics, union politics, First Amendment, shareholder rights, corporate speech

32.

The Performance of Foundation-Owned Companies

Number of pages: 31 Posted: 27 Oct 2014
Steen Thomsen and Henry Hansmann
Copenhagen Business School and Yale University - Law School
Downloads 57 (368,855)
Citation 2

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33.

The Governance of Foundation-Owned Firms

Number of pages: 50 Posted: 17 Jul 2010 Last Revised: 12 Nov 2018
Henry Hansmann and Steen Thomsen
Yale University - Law School and Copenhagen Business School
Downloads 14 (562,180)
Citation 1

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corporate governance, industrial foundations

34.

Managerial Distance and Virtual Ownership: The Governance of Industrial Foundations

ECGI - Finance Working Paper No. 372, Yale Law & Economics Research Paper No. 467
Posted: 06 Apr 2013 Last Revised: 12 Nov 2018
Henry Hansmann and Steen Thomsen
Yale University - Law School and Copenhagen Business School

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35.

The Functions of Trust Law: A Comparative Legal and Economic Analysis

New York University Law Review, Vol. 73, No. 1, 1998
Posted: 09 Oct 1998
Henry Hansmann and Ugo Mattei
Yale University - Law School and University of California Hastings College of the Law

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36.

Ownership of the Firm

THE NEW PALGRAVE DICTIONARY OF ECONOMICS AND THE LAW, 1998.
Posted: 31 Aug 1998
Henry Hansmann
Yale University - Law School

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37.

Employee Ownership of Firms

The New Palgrave Dictionary of Economics and the Law, 1998
Posted: 17 Aug 1998
Henry Hansmann
Yale University - Law School

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