Legal Origins and Securities Fraud

• Autores: Frank H Easterbrook
• Localización: Lloyd's maritime and commercial law quarterly, ISSN 0306-2945, Nº. 4, 2019, págs. 619-630
• Idioma: inglés
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• Resumen

  • The legal-origins literature has not discussed the law of fraud, which on the surface is hard to reconcile with that literature’s picture of the common law as one that prefers contracts over public intervention and uses simple rules—though it is easier to reconcile with the observation that common-law judges have greater authority than civil-law courts to improve the law through adjudication. This short essay discusses six ways in which common-law judges in the United States have simplified the law of fraud and made it a complement to the law of contracts. I am delighted to be back at Oxford after more than 30 years. I am also happy to have a chance to discuss a literature that has fascinated me for two decades, since the first papers appeared in the 1990s. Daniel Fischel and I wrote about corporate and securities law before Rafael LaPorta, Florencio Lopez-de-Silanes, Andrei Shleifer and Robert Vishny began to consider the differences between common-law and civil-law systems. This talk gives me a chance to reflect on how their work intersects with the sort of arguments Dan Fischel and I made in The Economic Structure of Corporate Law.