Stock Market, Corporations and their Regulation: A Few Glimpses into Reality

Abstract

The paper examines events in three public companies - Enron Corp., Sycamore Networks and Amazon.com, from the perspective of corporate law and securities law. The events are interpreted in terms of the applicable law, and explain how it influences them. In particular, the paper demonstrates how the prevailing loose legal regime for corporations and the stock market-centricity of corporate arrangements give rise to specific varieties of negative behaviour. The paper adopts a critical approach, and is an effort to describe the consequences of the minimalist philosophy underlying corporate and securities regulation.

Keywords: corporations, corporate governance, stock market, securities law, corporate law, corporate behaviour, informational regime, corporate disclosures, efficient markets hypothesis

JEL Classification: K22, K29, L20