Research Handbook on Competition and Corporate Law by Thépot, Florence; Tzanaki, Anna;

Long description:

This Research Handbook adopts an interdisciplinary approach to examine the nexus between competition law and corporate law, engaging with legal systems across the Americas, Asia and Europe.

Combining theoretical, empirical and case-based research, leading experts in the field present insights into topical areas at the intersection of competition law and corporate law, such as the purposes underpinning competition and corporate law, the boundaries of the firm, corporate structures and their effects on competition, and the interplay between corporate governance, compliance and antitrust enforcement. They identify commonalities or points of divergence, and explain why the joint perspective of the corporation and of the market is needed to better understand these subjects. The chapters shed light on the varying legal and economic conceptions of the ‘firm’ and how these play out and interact or occasionally clash. They also reveal the deep and ever evolving interaction between competition and corporate law throughout history and given modern market realities. This Handbook provides detailed explorations of consumer welfare, shareholder primacy and managerial liability, as well as in-depth discussions on common ownership, interlocking directorates, killer acquisitions, corporate board diversity, ESG and antitrust sanctions.

This is a beneficial read for students and academics in competition and corporate law, economics and corporate finance. The broad range of case studies and empirical insights also makes this a valuable tool for legal practitioners and policymakers.

This is an open access title available under the terms of a CC BY-NC-ND 4.0 License. It is free to read, download and share on Elgaronline, thanks to generous funding support from the Lund University Library.

This Research Handbook adopts an interdisciplinary approach to examine the nexus between competition law and corporate law, engaging with legal systems across the Americas, Asia and Europe. It explores topical issues at the intersection of these subjects, such as the purposes underpinning competition and corporate law, the boundaries of the firm, corporate organisation and its effects on competition, and the interplay between corporate governance, compliance and antitrust enforcement.

‘Corporate Law and Competition Law have traditionally evolved in parallel, often operating in isolation from one another. Yet both fields offer vital insights into some of the most pressing questions about how we structure firms and regulate markets. The Research Handbook on Competition and Corporate Law is to be commended for bringing these two disciplines into conversation, illuminating both their tensions and their synergies. It offers a rich and thought-provoking collection of perspectives that challenges conventional boundaries and opens up new avenues for understanding and reform. A hugely informative and intellectually stimulating resource for scholars, policymakers, and practitioners alike.’

Table of Contents:

Contents
List of contributors x
Acknowledgments xiii
List of tables xiv
List of figures xvi
Introduction to the Research Handbook on Competition and Corporate Law xviii
Florence Thépot and Anna Tzanaki
PART I PURPOSES AND PARADIGMS IN COMPETITION AND CORPORATE LAW
1 Shareholder Primacy and Consumer Welfare 2
Francesco Ducci and Alvaro Pereira
2 Market Power and Shareholder Control 26
Saura Masconale and Simone M. Sepe
3 Varieties of Capitalism, Competition, and Prosocial Corporate Purposes 47
Massimiliano Vatiero
4 Corporate Governance and Antitrust: Lessons from Japanese Occupation Policy 67
J. Mark Ramseyer
5 Markets, Competition, and Fairness 83
Eliana Garcés and Giuseppe Colangelo
6 ESG: The Corporate and Antitrust Puzzle 104
Marco Corradi and Julian Nowag
PART II THE FIRM AND ITS BOUNDARIES
7 The Undertaking and Single Entity Doctrine in EU and UK Competition Law: Proposals for a Refined Approach 128
Stephen Daly and Alison Jones
8 The Single Economic Entity Doctrine 152
Thomas K. Cheng
9 Undertakings and Legal Entities as Addressees of Articles 101 and 102 TFEU 170
Marcos Araujo Boyd
10 Enforcement of EU Competition Law Against Groups of Companies: The Calculation of Fines 193
Carsten Koenig
11 Family Ties and the Boundaries of the Firm in Antitrust Law 218
Mariana Pargendler, Maria Luiza Mesquita e Silva and Lucas Víspico
PART III CORPORATE ORGANISATION AND EFFECTS ON COMPETITION
12 Common Ownership in Europe and the US: A Network Analysis Approach 235
Nuria Boot, Albert Banal-Estañol and Jo Seldeslachts
13 Common Ownership: The Paradox in Japan’s Corporate Governance 251
Steven Van Uytsel
14 Addressing Common Ownership Through Abuse of Collective Dominance 271
Giorgio Monti
15 Interlocking Directorates in the United States 288
Yaron Nili
16 Interlocking Directorships: Evidence from a Natural Experiment by Israeli Competition Law 310
Moran Ofir and Anat Alon-Beck
17 “Killer Acquisitions” or “Killing Innovation”: Antitrust Implications of the New Wave of Tech Acquisitions and the New European and Italian Regimes for Below-Threshold Mergers 331
Valeria Falce and Nicola M. F. Faraone
18 Antitrust in an Age of New Modes of Economic Organization 367
Teodora Groza
PART IV CORPORATE GOVERNANCE AND ANTITRUST COMPLIANCE AND ENFORCEMENT
19 When Bad Things Happen in Good Business: The Need for Compliance Focused Antitrust Enforcement 390
Andreas Stephan
20 Antitrust and Regulatory Compliance in the 21st Century: New Challenges, New Opportunities and the Role of AI 410
Rosa M. Abrantes-Metz and Albert D. Metz
21 The Effect of Corporate Board Gender Diversity on Compliance with EU Competition Law 424
Amber Scheepers
22 CEO Turnover and Shareholder Awareness in Cartel Cases 449
Catarina Marvão and Giancarlo Spagnolo
23 Managerial Liability, Managerial Duties, and Liability Within Corporate Groups: Optimal Competition Law Sanctions by Rearranging the Deckchairs Within the Undertaking? 474
Florian Wagner-von Papp
24 Management Liability for Companies’ Antitrust Fines 535
Jens-Uwe Franck and Till Seyer
Index 586