JAN
15
2025
The New Corporate Law of Corporate Groups
Description
"The New Corporate Law of Corporate Groups" explores how corporate law treats legal entity boundaries in groups of companies. This study reveals an overlooked global development that has accelerated in the 21st century. Corporate law rules of internal governance increasingly overcome entity boundaries and apply on a pass-through basis, such as by allowing shareholders of a parent company to sue subsidiary directors, inspect subsidiary books and records, and approve significant asset sales by subsidiaries. However, the adoption of entity transparency varies across jurisdictions, leading to unnoticed gaps in investor protection. Notably, there is little correlation between a jurisdiction’s willingness to bypass entity boundaries for shareholder rights and imposing shareholder liability for the benefit of creditors. The lecture delves into the economic rationale for the distinct treatment of entity boundaries with respect to shareholders and creditors, as well as the broader theoretical and normative implications. It highlights the need to deconstruct various dimensions of corporate separateness and challenges the notion that overcoming such separateness invariably requires exceptional circumstances—conclusions that hold significance for other areas of law.
ABOUT THE SPEAKER
Professor Mariana Pargendler is the Beneficial Professor of Law at Harvard Law School. Her scholarship focuses on corporate law, corporate governance, and contract law from economic and comparative perspectives. She has published over 30 articles in various journals and edited volumes, including the Yale Law Journal, the Stanford Law Review, the University of Pennsylvania Law Review, and the American Journal of Comparative Law, among others. She is also a coauthor of The Anatomy of Corporate Law: A Comparative and Functional Approach (Oxford University Press, 2017), a leading academic treatise on comparative corporate law.
Before joining Harvard Law School, Professor Pargendler served as Professor of Law at FGV Law School in São Paulo, Brazil, where she also directed the Center for Law, Economics, and Governance. She has served as a Visiting Professor of Law at Columbia, Penn, Stanford, and Yale, and has taught as Global Professor of Law at NYU’s Buenos Aires program.
Professor Pargendler holds LL.M. and J.S.D. degrees from Yale Law School, as well as LL.B. and PhD degrees from the Federal University of Rio Grande do Sul (Brazil). Prior to entering academia, she practiced in the areas of corporate governance and M&A in the New York office of Weil, Gotshal & Manges LLP.
TERMS AND CONDITIONS
1. Fees (if applicable) are to be paid before the commencement of the event with exception of e-invoices.
2. Fees paid are non-refundable.
3. Registration is transferable within the same organisation if the request is made at least one week in advance of the event.
4. By filling up this Registration Form,
i. Participants agree and consent that their personal data provided in this form may be collected, used, processed and disclosed by NUS and the event organisers for the purposes of processing their registration, in accordance with the Personal Data Protection Act 2012 and all subsidiary legislation related thereto. In respect to disclosure, NUS may disclose participants personal data to third parties (which may be in or outside of Singapore) where necessary for such purposes.
ii. Participants will also consent to NUS taking photographs and videos for the purposes of event reporting, marketing, publicity, and media/social media. Participants further consent to NUS disclosing such photographs and videos to third party media entities (whether in Singapore or otherwise) for publicity purposes and NUS may identify them by name.
iii. NUS Law School and designated event organisers reserve the right to alter any of the programme or other arrangements for this event, including cancellation or postponement of the event, should circumstances so warrant.
Date and Time
Wednesday, 15th January 2025 6:00PM GMT+08:00
to
Wednesday, 15th January 2025 7:15PM GMT+08:00
Organisation
Faculty of Law
Contact Email
ewbclb@nus.edu.sg
Location
Wee Chong Jin Moot Court, NUS Bukit Timah Campus, 469G Bukit Timah Road