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New Books on Business Law
Commercial Speech As Free Expression: The Case for First Amendment Protection by
Call Number: KF4772 .R43 2021
For many years, commercial speech was summarily excluded from First Amendment protection, without reason or logic. Starting in the mid-1970s, the Supreme Court began to extend protection but it remained strictly limited. In recent years, that protection has expanded, but both Court and scholars have refused to consider treating commercial speech as the First Amendment equivalent of traditionally protected expressive categories such as political speech or literature. Commercial Speech as Free Expression stands as the boldest statement yet for extending full First Amendment protection to commercial speech by proposing a new, four-part synthesis of different perspectives on the manner in which free expression fosters and protects expressive values. This book explains the complexities and subtleties of how the equivalency principle would function in real-life situations. The key is to recognize that as a matter of First Amendment value, commercial speech deserves treatment equivalent to that received by traditionally protected speech.
Company Law: A Real Entity Theory by
Call Number: K1315 .M53 2021
This book advances a real entity theory of company law, in which the company is a legal entity which acts autonomously in law, and company law establishes procedures facilitating autonomous organisational decision-making.The theory builds on the insight that organisations or firms are a social phenomenon outside of the law and that these are autonomous actors in their own right. They are more than the sum of the contributions of their participants and they act independently of the views and interests of theirparticipants. This occurs because human beings change their behaviour when they act as members of a group or an organisation; in a group we tend to develop and conform to a shared standard, and when we act in organisations habits, routines, processes, and procedures form and a culture emerges. Thesetake on a life of their own affecting the behaviour of the participants. Participants can affect organisational behaviour but this takes time and effort. Company law finds this phenomenon and supplies it with a structure supporting autonomous action by organisations.The real entity theory advanced in this book explains company law as it stands at a positive level. Legal personality overcomes the problems that organisations are social rather than brute facts and that there is no unique physical manifestation permanently associated with an organisation. Thecorporate constitution is not a contract - it is best characterised as an instrument adopted on a statutory basis through private action. Shareholders cannot limit the capacity of companies or the authority of the board to bind the company in contract and companies are liable in tort and crime. Thestatute creates roles for shareholders, directors, a company secretary, and auditors and so facilitates a process leading to organisational action. The law also integrates the interests of creditors and stakeholders.