A Theoretic Analysis of Corporate Auctioneers Liability Regimes

In Schneider v. Lazard Freres & Co. a New York appellate court greatly expanded the liability of investment advisers working as corporate auctioneers. Under this new legal regime, auctioneer/advisers accused of simple negligence are exposed to billions of dollars of potential legal liabilities. This article first reviews the existing law covering auctioneer/advisers and shows that the Schneider decision conflicts with the law governing general auctioneers and with the law governing the role of advisers and directors during the sale of the corporate control. Next, using an auction-theoretic framework, this Article shows that Schneider will likely result in: (1) increased indemnification of auctioneer/advisers by corporations; (2) reduced net proceeds to selling company shareholders when there is a sale of the corporation; (3) increased use of pure cash as means-of-payment in sales of corporations; and (4) fewer sales of corporations. Schneider\u27s net impact therefore is to place shareholders in a less advantageous position than under prior law. To demonstrate these economic effects, the authors employ a combination of principal/agent theory and auction theory. This is natural, for the advisers are hired by the directors to conduct an auction. A simple principle/agent model is the basis for the authors\u27 predictions of indemnification; if indemnification does indeed occur, the selling corporation retains the Schneider liability. Rational bidders for the corporation, knowing they will assume this liability, will lower their bids, and auction theory predicts that the expected high bid will fall by more than the expected Schneider liability.Thus, the net effect on the selling shareholder is negative: the lower price more than offsets expected proceeds from legal suits

Auctioning Class Action and Derivative Lawsuits: A Critical Analysis

Numerous legal academics and practitioners have criticized the handling by plaintiffs\u27 attorneys of large-scale class action and derivative lawsuits. These critiques point out attorneys\u27 abuse of the legal system, ranging from purported collusion among plaintiffs and defendants

EXPANDING SERVICES BY DENTAL AUXILIARIES; WHY? WHERE? HOW?

Peer Reviewedhttp://deepblue.lib.umich.edu/bitstream/2027.42/65868/1/j.1752-7325.1970.tb00536.x.pd

Thermal radiation dominated heat transfer in nanomechanical silicon nitride drum resonators

Nanomechanical silicon nitride (SiN) drum resonators are currently employed in various fields of applications that arise from their unprecedented frequency response to physical quantities. In the present study, we investigate the thermal transport in nanomechanical SiN drum resonators by analytical modelling, computational simulations, and experiments for a better understanding of the underlying heat transfer mechanism causing the thermal frequency response. Our analysis indicates that radiative heat loss is a non-negligible heat transfer mechanism in nanomechanical SiN resonators limiting their thermal responsivity and response time. This finding is important for optimal resonator designs for thermal sensing applications as well as cavity optomechanics.Comment: 8 pages, 4 figures in main text, 3 figures in supplementar

Megafirms

This paper documents and explains the amazing growth of the largest firms in law, accounting, and investment banking. Scholars to date have used various supply-side theories to explain the growth, and have generally examined only one industry at a time. We give the first demand-side explanation of firm growth, and show how the explanation is similar for firms in all project industries. We show that law plays an important role in determining industry structure. Among the areas we cover are the growth of Multi-Disciplinary Practice firms. We argue that the issues surrounding MDPs can best be understood by looking more broadly at the forces driving project industries. We also explain the driving forces behind the breakup of the Big Five accounting firms, the consolidation of the investment banking industry and the heretofore unexamined divergent growth patterns of the law firms in the plaintiffs\u27 securities litigation field

Solvent mediated interactions between model colloids and interfaces: A microscopic approach

We determine the solvent mediated contribution to the effective potentials for model colloidal or nano- particles dispersed in a binary solvent that exhibits fluid-fluid phase separation. Using a simple density functional theory we calculate the density profiles of both solvent species in the presence of the `colloids', which are treated as external potentials, and determine the solvent mediated (SM) potentials. Specifically, we calculate SM potentials between (i) two colloids, (ii) a colloid and a planar fluid-fluid interface, and (iii) a colloid and a planar wall with an adsorbed wetting film. We consider three different types of colloidal particles: colloid A which prefers the bulk solvent phase rich in species 2, colloid C which prefers the solvent phase rich in species 1, and `neutral' colloid B which has no strong preference for either phase, i.e. the free energies to insert the colloid into either of the coexisting bulk phases are almost equal. When a colloid which has a preference for one of the two solvent phases is inserted into the disfavored phase at statepoints close to coexistence a thick adsorbed `wetting' film of the preferred phase may form around the colloids. The presence of the adsorbed film has a profound influence on the form of the SM potentials.Comment: 17 Pages, 13 Figures. Accepted for publication in Journal of Chemical Physic

HST Images and Spectra of the Remnant of SN 1885 in M31

Near UV HST images of the remnant of SN 1885 (S And) in M31 show a 0"70 +- 0"05 diameter absorption disk silhouetted against M31's central bulge, at SN 1885's historically reported position. The disk's size corresponds to a linear diameter of 2.5 +- 0.4 pc at a distance of 725 +- 70 kpc, implying an average expansion velocity of 11000 +- 2000 km/s over 110 years. Low-dispersion FOS spectra over 3200-4800 A; reveal that the absorption arises principally from Ca II H & K (equivalent width ~215 A;) with weaker absorption features of Ca I 4227 A; and Fe I 3720 A;. The flux at Ca II line center indicates a foreground starlight fraction of 0.21, which places SNR 1885 some 64 pc to the near side of the midpoint of the M31 bulge, comparable to its projected 55 pc distance from the nucleus. The absorption line profiles suggest an approximately spherically symmetric, bell-shaped density distribution of supernova ejecta freely expanding at up to 13100 +- 1500 km/s. We estimate Ca I, Ca II, and Fe I masses of 2.9(+2.4,-0.6) x 10^-4 M_o, 0.005(+0.016,-0.002) M_o, and 0.013(+0.010,-0.005) M_o respectively. If the ionization state of iron is similar to the observed ionization state of calcium, M_CaII/M_CaI = 16(+42,-5), then the mass of Fe II is 0.21(+0.74,-0.08) M_o, consistent with that expected for either normal or subluminous SN Ia.Comment: 8 pages, including 4 embedded EPS figures, emulateapj.sty style file. Color image at http://casa.colorado.edu/~mcl/sand.shtml . Submitted to Ap

Competition among Sellers in Securities Auctions

We study simultaneous security-bid second-price auctions with competition among sellers for potential bidders. The sellers compete by designing ordered sets of securities that the bidders can offer as payment for the assets. Upon observing auction designs, potential bidders decide which auctions to enter. We characterize all symmetric equilibria and show that there always exist equilibria in which auctions are in standard securities or their combinations. In large markets the unique equilibrium is auctions in pure cash. We extend the model for competition in reserve prices and show that binding reserve prices never constitute equilibrium as long as equilibrium security designs are not call options. (JEL D44, D82, G10)

Preference purification and the inner rational agent:A critique of the conventional wisdom of behavioural welfare economics

Neoclassical economics assumes that individuals have stable and context-independent preferences, and uses preference-satisfaction as a normative criterion. By calling this assumption into question, behavioural findings cause fundamental problems for normative economics. A common response to these problems is to treat deviations from conventional rational-choice theory as mistakes, and to try to reconstruct the preferences that individuals would have acted on, had they reasoned correctly. We argue that this preference purification approach implicitly uses a dualistic model of the human being, in which an inner rational agent is trapped in an outer psychological shell. This model is psychologically and philosophically problematic