Do Court Decisions Drive the Federal Trade Commission’s Enforcement Policy on Merger Settlements?

Mergers are generally conglomerate in nature with only minor (if any) horizontal overlaps. Under U.S. law, an enforcement agency may challenge any anticompetitive aspect of the merger and the consequent delay associated with litigation would impose costs on the firm. These costs may give the enforcement agency “leverage” to extract a settlement even when the firm would prevail in court. This paper explores whether the FTC’s decisions to challenge transactions approximate the case law. We find that the representative enforcement regimes of the FTC and the courts are remarkably similar, although the FTC credits efficiencies, while courts consider buyer sophistication as a mitigating factor.     

论劳动争议仲裁与诉讼程序的合理衔接

由于我国现行的法律未对劳动仲裁与诉讼之间的程序衔接做出相应的规定,使得人民法院和劳动仲裁委员会在审理劳动争议案件上相互脱节,衔接不到位,严重损害了当事人的合法权益。因此应重新构建劳动争议先裁后审的争端解决方式,赋予法院对仲裁的监督权,以完善劳动争议解决程序。     

保险公司诉讼预期与和解相关性研究

近年来我国保险诉讼案件增势不减,有的历经一审、二审,有的还要再审。本文通过对北京某人寿保险股份有限公司2005～2008年和解、诉讼预期的调研数据进行描述性统计和回归分析,发现保险公司从自身和投保人两个视角对诉讼结果进行预期时,预期诉讼赔付金额和诉讼成本与其愿意赔付金额存在更强的相关性。但新的《保险法》提出后,保险公司预期诉讼赔付金额时较之前更多地考虑到投保人索赔金额,且保险公司预期诉讼赔付金额与投保人索赔金额之间的显著差异消失。     

我国环境民事公益诉讼原告资格探究

随着社会工业经济的不断发展,环境污染不断加剧,这对民事环境公益诉讼是一个巨大的挑战。为此,但2012年新民诉法修改增加了环境公益诉讼的内容,但其中对诉讼主体只做出了泛泛的规定。逐步阐明"环境民事公益诉讼"之含义,并通过现行立法和司法实践阐释实践中民事环境公益诉讼主体的范围,分别从检察机关、公民、行政机关、其他组织4类主体进行深入理论探究,并对未来关于民事环境公益诉讼的立法做出合理性建议。     

A Sword and a Shield: South Korea's Strategic Use of World Trade Organization Litigation

The World Trade Organization (WTO) has since its inception in 1995 produced a cohort of 108 “fully litigated” trade cases. Quantitative and qualitative analysis of this cohort of cases reveal that South Korea ranks first among all Asia Pacific nations in appearances as complainant. Similarly, Korea ranks first among the 13 most litigious WTO members in the relative frequency with which it converts WTO Consultation Requests to formal litigation. Furthermore, its litigation history reflects a strategy to employ the formal WTO litigation venue in the service of two key exports: steel and semiconductors. Through this strategy, Korea has challenged U.S. safeguard measures on steel and defended its own putative subsidization of semiconductor manufacturers from countervailing duties imposed by the United States, European Union, and Japan.     

The impact of the Social Security Fund on auditor litigation risk

In this study, we examine the effect of the Social Security Fund on auditor litigation risk. Using audit fees as a proxy for auditor perceptions of litigation risk, we find that the Social Security Fund significantly reduces auditor litigation risk. Furthermore, we show that the Social Security Fund influences auditor litigation risk through reducing both the audit risk and the business risk of public companies. In addition, the impact of the Social Security Fund for reducing auditor litigation risk is more obvious in the group of firms with low levels of internal governance, which indicates that the Social Security Fund plays an important governance role as a high-quality institutional investor. In summary, we verify that the Social Security Fund, when acting as an institutional investor, plays an important role in corporate governance, and that it helps to reduce auditor litigation risk. Our results provide empirical support for expanding the governance role of the Social Security Fund as an institutional investor in China’s A-share market.     

Corporate watchdogs

We investigate the role of financial analysts as corporate watchdogs. We show that firms that are subject to intense analyst monitoring are more likely to be investigated by the Securities and Exchange Commission or to be the subject of a securities class action. Using cross-sectional variations in managerial entrenchment, we find that this effect is not a reflection of the “dark side of analyst coverage,” analysts pushing executives to misbehave to exceed short-term expectations. Our findings are robust to different identification strategies addressing the endogeneity of analyst coverage decisions.     

Investor Sentiment,Misstatements, and Auditor Behavior*

High investor sentiment has been linked with opportunistic managerial behavior in the face of more optimistic investors and analysts. We extend this line of work by documenting that the likelihood of misstatements is higher when sentiment is high. Although this would suggest elevated audit risk, we posit that a contemporaneous reduction in auditors' litigation cost could drive down audit fees and going concern opinion (GCO) reporting conservatism in order to please clientele. Consistent with this notion, we document that auditors charge lower fees and report GCOs less conservatively when sentiment is high. However, this reduction in reporting conservatism is unwarranted; results reveal that auditors are less likely to issue GCOs to clients which subsequently file for bankruptcy during high sentiment periods. We conduct additional tests to examine whether auditors' litigation costs indeed vary with sentiment and document that auditors are less likely to be sued and the market reacts less negatively to misstatement announcements when sentiment is high. Collectively, our findings suggest that, although misstatement risk is increasing with sentiment, auditors' litigation risk actually declines.     

探析离婚诉讼中的反诉

离婚诉讼中能否提起反诉，我国立法未予以明确规定，实践中对之持否定态度，理论上也未见有相关论述。但离婚诉讼中的反诉却有其存在的必要性。离婚诉讼的诉讼标的理论也使得离婚诉讼中的反诉有了存在的理论基础。在对离婚诉讼中的反诉作了肯定后，文章还对离婚诉讼中反诉的相关问题作了思考并提出了相应的完善措施。     

基于内部控制的公司诉讼风险防范探析

近年来,诉讼风险日益成为影响公司生存的重要因素。内部控制作为现代企业管理的重要组成部分,其基本目标是促进企业合法合规经营。然而,内部控制是否能够防范公司的诉讼风险,确保合规性目标这一基本内控目标的实现,尚缺乏相关的理论分析。文章分析了我国企业诉讼风险的现状,并基于内部控制的视角,就如何防范和缓解公司诉讼风险提出了一些政策建议。