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Zusatztext McCahery, Raaijmakers and Vermeulen are well-established scholars in the field of corporate governance and their recent edited text The Governance of Close Corporations and Partnerships is therefore to be welcomed ... the text provides a valuable resource of both theoretical and practical perspectives on the organisation of small business in the US, EU and UK. Informationen zum Autor Joseph A. McCahery is Professor of International Business Law at Tilburg University and Research Fellow at the Tilburg Center for Law and EconomicsTheo Raaijmakers is Professor of Corporate Law at Tilburg UniversityDr. Erik P.M. Vermeulen is at the Center for Company Law, Tilburg University Klappentext This book examines the limited liability business forms that have recently emerged, and seeks to identify the forces that have led to the emergence of new business forms for small and medium-sized businesses. Focusing on the US, UK, and continental Europe, the contributors analyse the Limited Liability Company, the Limited Liability Partnership, and the new business forms proposed in Europe. Zusammenfassung This volume focuses upon the processes by which new business organization forms have developed in the US, UK, and continental Europe. Part I addresses the theoretical developments in partnership and close corporation law. In Part II, the contributors offer insights into the forces shaping the evolution of partnership-type business forms in the US, UK, and several European jurisdictions, and Part III provides detailed analyses of the Limited Liability Company (LLC), Limited Liability Partnership (LLP), the European Private Company, and the Dutch partnership form.The debate on the design of business organization forms adapted to meet the current needs of a range of closely held firms has gained momentum amid the continuing pressures to supply the most competitive business form for small and medium-sized enterprises (SMEs). Which economic and political forces are responsible for the emergence of new limited liability forms for SMEs? Over the last decade this question has often been addressed, as corporate law scholars, practitioners, and policymakers have increasingly directed their attention towards introducing partnership-type business forms. In the US, states have incentives to take a proactive attitude towards legislative innovations in the field of business organization law, so as to capture and retain closely held firms. In recent years, a rapid succession of statutory innovations of partnership forms (such as the introduction of the LLC and rapid adoption of the LLP) have transformed business organization law.Similar processes can also be identified in the UK and continental Europe. While the EC has pursued the harmonization of the law of public corporations, there has been no real attempt to adopt a series of similar measures for the benefit of closely held firms. A group of European business leaders and experts, however, have drafted recently a business organization statute appropriate for SMEs engaged in cross-border business. Inhaltsverzeichnis I. INTRODUCTION COMPARATIVE PERSPECTIVES ON THE EVOLUTION OF THE UNINCORPORATED FIRM II. THEORY: PARTNERSHIP AND CLOSE CORPORATION LAW THE ESSENTIAL ROLE OF ORGANIZATIONAL LAW AN ECONOMIC ANALYSIS OF SHARED PROPERTY IN PARTNERSHIP AND CLOSE CORPORATIONS LAW MATCH-SPECIFIC ASSETS AND MINORITY OPPRESSION IN THE CLOSE CORPORATION BRACKETED FLEXIBILITY: STANDARDS OF PERFORMANCE LEVEL THE PLAYING FIELD III. EVOLUTION OF PARTNERSHIP AND CLOSE CORPORATION LAW THE EVOLVING PARTNERSHIP FEDERAL TAX LAW AND THE LIMITED LIABILITY MOVEMENT THE EVOLUTION OF CLOSELY HELD BUSINESS FORMS IN EUROPE TRANSATLANTIC PERSPECTIVES ON PARTNERSHIP LAW: RISK AND STABILITY IV. LEGISLATIVE REFORM INITIATIVES: THE UNITED KINGDOM, THE UNITED STATES, AND THE EUROPEAN UNION LIMITED LIABILITY PARTNERSHIPS IN T...
