Pistor Addendum to Spamann Corporations

Corporations Spring 2020

  • Katharina Pistor (Columbia Law School)

This addendum contains materials that are meant to complement Spamann's Corporation text book and has been compiled for my Coporations class at Columbiaf for the Spring term 2020.

The addendum follows the outline of that text book, adding cases, other materials, and additional topics.

Note that the heading numbering does not align with the textbook, but the headings do. Consult the syllabus to see when to insert these additional readings. 

1 Introduction 1 Introduction

The Corporation

The corporate form has a long history that can be traced back to Roman times. The history of the modern business corporation is younger with roots in Renaissance Florence and the major trading empires, England, and the Netherlands. Read Hansmann (2006) to get a sense for the evolution of the legal attributes of the business organization. 

Read the 1811 New York State Corporate Statute. What provisions strike you as unusual? Why do you think they were included? How long do you think they have lasted and why were they removed? Imagine the 1811 law had stuck: what impact might this have had on the economy? On politics?

Take a look at the TOC of the DGCL and compare it with the 1811 NYC statute. Why has the statute grown so much? Which aspects of corporate law have expanded? What is the "flavor" of the DGCL as compared of the 1811 New York statute.

1.1. NY 1811 Statute

NY 1811 Statute

1.2. Hansmann et al. (2006) Law and the Rise of the Firm

Hansmann et al. (2006) Law and the Rise of the Firm