Law Journal Library - HeinOnline.org Skip to main content
Content Start

Click here to view short-term subscription options to access this document.

85 Va. L. Rev. 247 (1999)
Team Production Theory of Corporate Law, A

handle is hein.journals/valr85 and id is 257 raw text is: VIRGINIA LAW REVIEW
VOLUME 85                  MARCH 1999                    NUMBER2
ARTICLE
A TEAM PRODUCTION THEORY OF CORPORATE LAW
Margaret M. Blair* and Lynn A. Stout*
INTRODUCTION    ................................................................................... 248
I. ECONOMIC THEORIES OF THE CORPORATION ............................. 257
A. Conventional Economic Analyses of the Firm ....................... 258
B. Team Production Analysis of the Firm .................................... 265
C. The Public Corporation as a Mediating Hierarchy ................ 276
II. A TEAM PRODUCTION ANALYSIS OF THE LAW OF
CORPORATIONS .............................................................................. 287
A. Directors' Legal Role: Trustees More than Agents ................ 290
*Senior Fellow, the Brookings Institution and Visiting Professor of Law, Georgetown
University Law Center.
 Professor of Law, Georgetown University Law Center.
Research on this Article has been funded in part by the Alfred P. Sloan Founda-
tion and the Brookings Institution's Project on Corporations and Human Capital; we
thank both for their support. Earlier versions of the Article were presented at con-
ferences and workshops at the Annual Meeting of the American Law and Economics
Association, the Brookings Institution, Columbia University School of Law, George-
town University Law Center, the Eastern Economic Association, Northwestern Uni-
versity School of Law, and the Russel Sage Foundation. We thank the participants at
those events for their comments, and are especially indebted to Masahiko Aoki,
David Charny, Jeffrey Gordon, Claire Hill, Larry Mitchell, and Luigi Zingales for
their remarks. Stephen Bainbridge, John Coates, Lynne Dallas, Robert Frank,
Robert Gibbons, David Haddock, Robert Hamilton, Henry Hansmann, Michael
Klausner, Reinier Kraakman, Donald Langevoort, Gary Miller, Geoffrey Miller,
Eric Orts, Roy Schotland, Steven Thel, and Randall Thomas have also provided im-
portant feedback on earlier drafts. We are also grateful to Rohit Bhoothalinham,
Matthew Gilroy, Gabriel Loeb, and Hannah Zwiebel for their research assistance.
The opinions expressed in this Article are our own and should not be attributed to
Brookings, its officers, directors or financial supporters, nor to the Georgetown
University Law Center.

247

Already a Subscriber?


What Is HeinOnline?


HeinOnline is the world’s largest image-based and fully searchable legal and academic research database. Material contained in HeinOnline is an exact replication of the original printed product, and coverage is typically comprehensive. Contact us today for a free demo of this incredible resource.

We offer annual subscriptions to all HeinOnline collections to universities, colleges, law firms, individuals, and other institutions. To request a quote or trial, please click here.

Please note: the content in the Law Journal Library is constantly changing and some content has restrictions as required per the license. Therefore, please review the available content via the following link to ensure the material you wish to access is included in the database. For a complete list of content included in the Law Journal Library, please click here.

Learn More About the Law Journal Library (pdf)
Back To Top Jump To Bottom