The Essential Elements of Corporate Law (PDF)

This article is the first chapter of the second edition of The Anatomy of Corporate Law: A Comparative and Functional Approach, by Reinier Kraakman, John Armour, Paul Davies, Luca Enriques, Henry Hansmann, Gerard Hertig, Klaus Hopt, Hideki Kanda and Edward Rock (Oxford University Press, 2009).

The book as a whole provides a functional analysis of corporate (or company) law in Europe, the U.S., and Japan. Its organization refl ects the structure of corporate law across all jurisdictions, while individual chapters explore the diversity of jurisdictional approaches to the common problems of corporate law.

In its second edition, the book has been signifi cantly revised and expanded. As the book’s introductory chapter, this article describes the functions and boundaries of corporate law. We first detail the economic importance of the corporate form’s hallmark features: legal personality, limited liability, transferable shares, delegated management, and investor ownership.

The Essential Elements of Corporate Law (PDF)