Rafael Porrata-Doria | Temple University (original) (raw)
ItaLJ Vol. 02 No. 02 (2016) by Rafael Porrata-Doria
Papers by Rafael Porrata-Doria
of Temple Law School and Professor Roger Dennis of the Rutgers Law School-Camden, for their insig... more of Temple Law School and Professor Roger Dennis of the Rutgers Law School-Camden, for their insights on earlier drafts. I would also like to thank my research assistant, Anita Mellone, Temple '90, for her assistance. 1. This theory is set forth in A.A. BERLE & G.C. MEANS, THE MODERN CORPORATION AND PRIVATE PROPERTY (1932) [hereinafter BERLE & MEANS]. In 1967, a revised edition of this work appeared, in which the authors argued that the American industrial experience since 1932 confirmed and affirmed the validity of their original assertions. All citations to Berle and Means' work in this article will be citations to the revised edition (1967). 2. See, e.g., E.S. HERMAN, CORPORATE CONTROL, CORPORATE POWER (1981); J.W.
... OF THE PEACE IN THE "NEW WORLD ORDER": LESSONS FROM THE KOREAN AND GULF WARS Rafael... more ... OF THE PEACE IN THE "NEW WORLD ORDER": LESSONS FROM THE KOREAN AND GULF WARS Rafael A. Porrata-Doria, Jr.* Table ... 24. 21 Robert Johansen, The Elusiveness of a Humane World Community, in 1 TOWARD A JUST WORLD Order 198, 199 (Richard Falk et al ...
... Page 5. 1985] FOREIGN CORRUPT PRACTICES ACT 33 passed by the House.22 On February 3,1983, Sen... more ... Page 5. 1985] FOREIGN CORRUPT PRACTICES ACT 33 passed by the House.22 On February 3,1983, Senators John Heinz, Jake Garn, Alphonse M. D'Amato, and Chafee made another attempt to amend the FCPA by introducing S. 414,23 a bill identical in content to S. 708. ...
THE PROPOSED PENNSYLVANIA BUSINESS CORPORATION LAW: A HORSE DESIGNED BY COMMITTEE* Rafael A. Porr... more THE PROPOSED PENNSYLVANIA BUSINESS CORPORATION LAW: A HORSE DESIGNED BY COMMITTEE* Rafael A. Porrata-Doria, Jr.** Introduction On March 20, 1985, S ... The HonorableRobert A. Doyle, one of the drafters of the New BCL, indicated at the public hearing on ...
Proceedings of the ... Annual Meeting, 1993
Social Science Research Network, Nov 14, 2019
The phenomenon known as crowdfunding has become an attractive alternative for businesses looking ... more The phenomenon known as crowdfunding has become an attractive alternative for businesses looking for investors without having to go through more well-established routes or without necessarily having to lure and impress professional investors. However, this new form of raising capital creates a series of issues and problems unique to crowdfunding, which has led to a struggle amongst governments to effectively regulate this new entrepreneurial opportunity. The crowdfunding conundrum government regulators are facing causes them to have to reconcile two contradictory missions: facilitating the acquisition of capital by businesses and protecting investors (and the market) from fraud and manipulation. This Article analyzes this conundrum from a United States ("U.S.") and Spanish perspective. I first describe the crowdfunding conundrum in general terms by explaining how crowdfunding (both consumer and accredited investor) works in practice and explore the major problems and issues that startup companies, investors, the market, and the state face in crowdfunding, which need to be resolved in a regulatory system. I will then describe and evaluate the current American and Spanish and proposed European regulatory solutions to the crowdfunding conundrum. I then conclude by evaluating whether and how well the United States' and Spain's regulations, as well as the European Union's ("EU") proposed regulations, have attempted to resolve the conundrum by balancing the risks and problems facing crowdfunding transactions.
The Georgia Journal of International and Comparative Law, Dec 31, 2004
MERCOSUR excitement among the elites of its members states, who now seem to view the idea of econ... more MERCOSUR excitement among the elites of its members states, who now seem to view the idea of economic integration as both feasible and desirable. It acquired two additional members, Bolivia and Chile, in 1996,13 and entered into an extensive and substantial cooperative relationship with the EU, as well as with a number of other organizations and countries.' 4 It has an agenda for the future and is working towards its implementation.' 5 Commentators in the member states had been talking about more integration, macroeconomic policy harmonization, and even a single currency.' 6 This optimistic environment has changed since 1999. Severe economic difficulties since 1999, first in Brazil, then in Argentina and the other member states, have had a dramatic effect on MERCOSUR and its development. Argentina felt the need to become protectionist in its trade relations with Brazil, and immediately imposed import quotas for textiles and extensive technical requirements for imported electrical appliances, and asserted that it was considering the imposition of "safeguards" against imported shoes and paper.' 7 Brazil started negotiations and reached a trade agreement with the 2003).
... OF THE PEACE IN THE "NEW WORLD ORDER": LESSONS FROM THE KOREAN AND GULF WARS Rafael... more ... OF THE PEACE IN THE "NEW WORLD ORDER": LESSONS FROM THE KOREAN AND GULF WARS Rafael A. Porrata-Doria, Jr.* Table ... 24. 21 Robert Johansen, The Elusiveness of a Humane World Community, in 1 TOWARD A JUST WORLD Order 198, 199 (Richard Falk et al ...
The Georgia Journal of International and Comparative Law, Dec 31, 2004
MERCOSUR excitement among the elites of its members states, who now seem to view the idea of econ... more MERCOSUR excitement among the elites of its members states, who now seem to view the idea of economic integration as both feasible and desirable. It acquired two additional members, Bolivia and Chile, in 1996,13 and entered into an extensive and substantial cooperative relationship with the EU, as well as with a number of other organizations and countries.' 4 It has an agenda for the future and is working towards its implementation.' 5 Commentators in the member states had been talking about more integration, macroeconomic policy harmonization, and even a single currency.' 6 This optimistic environment has changed since 1999. Severe economic difficulties since 1999, first in Brazil, then in Argentina and the other member states, have had a dramatic effect on MERCOSUR and its development. Argentina felt the need to become protectionist in its trade relations with Brazil, and immediately imposed import quotas for textiles and extensive technical requirements for imported electrical appliances, and asserted that it was considering the imposition of "safeguards" against imported shoes and paper.' 7 Brazil started negotiations and reached a trade agreement with the 2003).
THE PROPOSED PENNSYLVANIA BUSINESS CORPORATION LAW: A HORSE DESIGNED BY COMMITTEE* Rafael A. Porr... more THE PROPOSED PENNSYLVANIA BUSINESS CORPORATION LAW: A HORSE DESIGNED BY COMMITTEE* Rafael A. Porrata-Doria, Jr.** Introduction On March 20, 1985, S ... The HonorableRobert A. Doyle, one of the drafters of the New BCL, indicated at the public hearing on ...
The Journal of Criminal Law and Criminology (1973-), 1982
hereinafter cited as Foreign and Corrupt Bribes]. Senator Proxmire observed that "[t]he wave of d... more hereinafter cited as Foreign and Corrupt Bribes]. Senator Proxmire observed that "[t]he wave of disclosure [of overseas payments] is really the result of some threads that began unravelling when the Watergate Special Prosecutor got into domestic bribery."
Dick. L. Rev., 1989
The Restructuring of the Relationship Between Shareholders and the Corporate Entity: Reflections ... more The Restructuring of the Relationship Between Shareholders and the Corporate Entity: Reflections on Berle and Means Rafael A. Porrata-Doria, Jr ... 2. See, eg, ES Herman, Corporate Control, Corporate Power (1981); JW Hurst, The Legitimacy of the Business Corporation in the ...
Georgia Journal of International Comparative Law, 2014
Berkeley La Raza Law Journal, 2006
The pursuit of the optimal, economic development paradigm in Latin America has proved to be as el... more The pursuit of the optimal, economic development paradigm in Latin America has proved to be as elusive as the search for nirvana. This paper will describe and put into context the major theories of economic development that have served as the basis for Latin American trade policy, both in the United States and Latin America.' I will do so by first analyzing the modem theory of economic and political development articulated by Walt Rostow and others. I will then examine the theory of import substitution principally put forth by Ratil Prebisch and the United Nations Economic Commission for Latin America.3 Thirdly, I will consider the neo-liberal economic development theory first articulated by the University of Chicago-trained economists who served in the Chilean government led by General Augusto Pinochet. I will then conclude with a number of observations regarding the analysis and applicability of these paradigms to the Latin American context.
Judge Guido Calabresi’s new book, The Future of Law & Economics: Essays in Reform and Recollectio... more Judge Guido Calabresi’s new book, The Future of Law & Economics: Essays in Reform and Recollection,1 is a passionate and convincing intellectual tour-de-force. It puts into context one of the most discussed (and controversial) issues in modern legal and economic thought: the appropriate relationship between law and economics. In eight clear and elegant essays, Judge Calabresi clarifies misconceptions involving the relationship between law and economics, convincingly concludes that economic analysis can be a useful tool in analyzing legal norms, enumerates the concepts that economic theorists must consider in order to effectively analyze the law, and shows how these concepts can be integrated into economic theory. In the first part of this review, and in order to put law and economics into context, we will enumerate the various approaches that scholars have used to analyze law and legal system. As we move into the relationship into law and economics, we will note Judge Calabresi’s di...
A decade ago, MERCOSUR, the Common Market of the Southern Cone, had, in a short time, achieved gr... more A decade ago, MERCOSUR, the Common Market of the Southern Cone, had, in a short time, achieved great progress in economic integration. It had agreed upon the gradual integration of internal tariffs and on a common external tariff covering approximately 85% of the items being traded by its members. It had reached agreement on a substantial number of trade matters and had adopted a large number of directives and resolutions seeking to harmonize the legal and regulatory systems of its member states. Trade among its member states had expanded substantially. It became the third largest trading block in the world, after the North American Free Trade Agreement (NAFTA) and the European Union. Other countries in Latin America, attracted by its success, were seeking to develop closer ties. At that time, MERCOSUR had ambitious plans for the future, which included future institutional development (including plans for an appellate tribunal and a parliament); a free trade agreement with the Europ...
of Temple Law School and Professor Roger Dennis of the Rutgers Law School-Camden, for their insig... more of Temple Law School and Professor Roger Dennis of the Rutgers Law School-Camden, for their insights on earlier drafts. I would also like to thank my research assistant, Anita Mellone, Temple '90, for her assistance. 1. This theory is set forth in A.A. BERLE & G.C. MEANS, THE MODERN CORPORATION AND PRIVATE PROPERTY (1932) [hereinafter BERLE & MEANS]. In 1967, a revised edition of this work appeared, in which the authors argued that the American industrial experience since 1932 confirmed and affirmed the validity of their original assertions. All citations to Berle and Means' work in this article will be citations to the revised edition (1967). 2. See, e.g., E.S. HERMAN, CORPORATE CONTROL, CORPORATE POWER (1981); J.W.
... OF THE PEACE IN THE "NEW WORLD ORDER": LESSONS FROM THE KOREAN AND GULF WARS Rafael... more ... OF THE PEACE IN THE "NEW WORLD ORDER": LESSONS FROM THE KOREAN AND GULF WARS Rafael A. Porrata-Doria, Jr.* Table ... 24. 21 Robert Johansen, The Elusiveness of a Humane World Community, in 1 TOWARD A JUST WORLD Order 198, 199 (Richard Falk et al ...
... Page 5. 1985] FOREIGN CORRUPT PRACTICES ACT 33 passed by the House.22 On February 3,1983, Sen... more ... Page 5. 1985] FOREIGN CORRUPT PRACTICES ACT 33 passed by the House.22 On February 3,1983, Senators John Heinz, Jake Garn, Alphonse M. D'Amato, and Chafee made another attempt to amend the FCPA by introducing S. 414,23 a bill identical in content to S. 708. ...
THE PROPOSED PENNSYLVANIA BUSINESS CORPORATION LAW: A HORSE DESIGNED BY COMMITTEE* Rafael A. Porr... more THE PROPOSED PENNSYLVANIA BUSINESS CORPORATION LAW: A HORSE DESIGNED BY COMMITTEE* Rafael A. Porrata-Doria, Jr.** Introduction On March 20, 1985, S ... The HonorableRobert A. Doyle, one of the drafters of the New BCL, indicated at the public hearing on ...
Proceedings of the ... Annual Meeting, 1993
Social Science Research Network, Nov 14, 2019
The phenomenon known as crowdfunding has become an attractive alternative for businesses looking ... more The phenomenon known as crowdfunding has become an attractive alternative for businesses looking for investors without having to go through more well-established routes or without necessarily having to lure and impress professional investors. However, this new form of raising capital creates a series of issues and problems unique to crowdfunding, which has led to a struggle amongst governments to effectively regulate this new entrepreneurial opportunity. The crowdfunding conundrum government regulators are facing causes them to have to reconcile two contradictory missions: facilitating the acquisition of capital by businesses and protecting investors (and the market) from fraud and manipulation. This Article analyzes this conundrum from a United States ("U.S.") and Spanish perspective. I first describe the crowdfunding conundrum in general terms by explaining how crowdfunding (both consumer and accredited investor) works in practice and explore the major problems and issues that startup companies, investors, the market, and the state face in crowdfunding, which need to be resolved in a regulatory system. I will then describe and evaluate the current American and Spanish and proposed European regulatory solutions to the crowdfunding conundrum. I then conclude by evaluating whether and how well the United States' and Spain's regulations, as well as the European Union's ("EU") proposed regulations, have attempted to resolve the conundrum by balancing the risks and problems facing crowdfunding transactions.
The Georgia Journal of International and Comparative Law, Dec 31, 2004
MERCOSUR excitement among the elites of its members states, who now seem to view the idea of econ... more MERCOSUR excitement among the elites of its members states, who now seem to view the idea of economic integration as both feasible and desirable. It acquired two additional members, Bolivia and Chile, in 1996,13 and entered into an extensive and substantial cooperative relationship with the EU, as well as with a number of other organizations and countries.' 4 It has an agenda for the future and is working towards its implementation.' 5 Commentators in the member states had been talking about more integration, macroeconomic policy harmonization, and even a single currency.' 6 This optimistic environment has changed since 1999. Severe economic difficulties since 1999, first in Brazil, then in Argentina and the other member states, have had a dramatic effect on MERCOSUR and its development. Argentina felt the need to become protectionist in its trade relations with Brazil, and immediately imposed import quotas for textiles and extensive technical requirements for imported electrical appliances, and asserted that it was considering the imposition of "safeguards" against imported shoes and paper.' 7 Brazil started negotiations and reached a trade agreement with the 2003).
... OF THE PEACE IN THE "NEW WORLD ORDER": LESSONS FROM THE KOREAN AND GULF WARS Rafael... more ... OF THE PEACE IN THE "NEW WORLD ORDER": LESSONS FROM THE KOREAN AND GULF WARS Rafael A. Porrata-Doria, Jr.* Table ... 24. 21 Robert Johansen, The Elusiveness of a Humane World Community, in 1 TOWARD A JUST WORLD Order 198, 199 (Richard Falk et al ...
The Georgia Journal of International and Comparative Law, Dec 31, 2004
MERCOSUR excitement among the elites of its members states, who now seem to view the idea of econ... more MERCOSUR excitement among the elites of its members states, who now seem to view the idea of economic integration as both feasible and desirable. It acquired two additional members, Bolivia and Chile, in 1996,13 and entered into an extensive and substantial cooperative relationship with the EU, as well as with a number of other organizations and countries.' 4 It has an agenda for the future and is working towards its implementation.' 5 Commentators in the member states had been talking about more integration, macroeconomic policy harmonization, and even a single currency.' 6 This optimistic environment has changed since 1999. Severe economic difficulties since 1999, first in Brazil, then in Argentina and the other member states, have had a dramatic effect on MERCOSUR and its development. Argentina felt the need to become protectionist in its trade relations with Brazil, and immediately imposed import quotas for textiles and extensive technical requirements for imported electrical appliances, and asserted that it was considering the imposition of "safeguards" against imported shoes and paper.' 7 Brazil started negotiations and reached a trade agreement with the 2003).
THE PROPOSED PENNSYLVANIA BUSINESS CORPORATION LAW: A HORSE DESIGNED BY COMMITTEE* Rafael A. Porr... more THE PROPOSED PENNSYLVANIA BUSINESS CORPORATION LAW: A HORSE DESIGNED BY COMMITTEE* Rafael A. Porrata-Doria, Jr.** Introduction On March 20, 1985, S ... The HonorableRobert A. Doyle, one of the drafters of the New BCL, indicated at the public hearing on ...
The Journal of Criminal Law and Criminology (1973-), 1982
hereinafter cited as Foreign and Corrupt Bribes]. Senator Proxmire observed that "[t]he wave of d... more hereinafter cited as Foreign and Corrupt Bribes]. Senator Proxmire observed that "[t]he wave of disclosure [of overseas payments] is really the result of some threads that began unravelling when the Watergate Special Prosecutor got into domestic bribery."
Dick. L. Rev., 1989
The Restructuring of the Relationship Between Shareholders and the Corporate Entity: Reflections ... more The Restructuring of the Relationship Between Shareholders and the Corporate Entity: Reflections on Berle and Means Rafael A. Porrata-Doria, Jr ... 2. See, eg, ES Herman, Corporate Control, Corporate Power (1981); JW Hurst, The Legitimacy of the Business Corporation in the ...
Georgia Journal of International Comparative Law, 2014
Berkeley La Raza Law Journal, 2006
The pursuit of the optimal, economic development paradigm in Latin America has proved to be as el... more The pursuit of the optimal, economic development paradigm in Latin America has proved to be as elusive as the search for nirvana. This paper will describe and put into context the major theories of economic development that have served as the basis for Latin American trade policy, both in the United States and Latin America.' I will do so by first analyzing the modem theory of economic and political development articulated by Walt Rostow and others. I will then examine the theory of import substitution principally put forth by Ratil Prebisch and the United Nations Economic Commission for Latin America.3 Thirdly, I will consider the neo-liberal economic development theory first articulated by the University of Chicago-trained economists who served in the Chilean government led by General Augusto Pinochet. I will then conclude with a number of observations regarding the analysis and applicability of these paradigms to the Latin American context.
Judge Guido Calabresi’s new book, The Future of Law & Economics: Essays in Reform and Recollectio... more Judge Guido Calabresi’s new book, The Future of Law & Economics: Essays in Reform and Recollection,1 is a passionate and convincing intellectual tour-de-force. It puts into context one of the most discussed (and controversial) issues in modern legal and economic thought: the appropriate relationship between law and economics. In eight clear and elegant essays, Judge Calabresi clarifies misconceptions involving the relationship between law and economics, convincingly concludes that economic analysis can be a useful tool in analyzing legal norms, enumerates the concepts that economic theorists must consider in order to effectively analyze the law, and shows how these concepts can be integrated into economic theory. In the first part of this review, and in order to put law and economics into context, we will enumerate the various approaches that scholars have used to analyze law and legal system. As we move into the relationship into law and economics, we will note Judge Calabresi’s di...
A decade ago, MERCOSUR, the Common Market of the Southern Cone, had, in a short time, achieved gr... more A decade ago, MERCOSUR, the Common Market of the Southern Cone, had, in a short time, achieved great progress in economic integration. It had agreed upon the gradual integration of internal tariffs and on a common external tariff covering approximately 85% of the items being traded by its members. It had reached agreement on a substantial number of trade matters and had adopted a large number of directives and resolutions seeking to harmonize the legal and regulatory systems of its member states. Trade among its member states had expanded substantially. It became the third largest trading block in the world, after the North American Free Trade Agreement (NAFTA) and the European Union. Other countries in Latin America, attracted by its success, were seeking to develop closer ties. At that time, MERCOSUR had ambitious plans for the future, which included future institutional development (including plans for an appellate tribunal and a parliament); a free trade agreement with the Europ...
The phenomenon known as crowdfunding has become an attractive alternative for businesses looking ... more The phenomenon known as crowdfunding has become an attractive alternative for businesses looking for investors without having to go through more well-established routes or without necessarily having to lure and impress professional investors. However, this new form of raising capital creates a series of issues and problems unique to crowdfunding, which has led to a struggle amongst governments to effectively regulate this new entrepreneurial opportunity. The crowdfunding conundrum government regulators are facing causes them to have to reconcile two contradictory missions: facilitating the acquisition of capital by businesses and protecting investors (and the market) from fraud and manipulation. This article analyzes this conundrum from a United States and Spanish perspective. I first describe the crowdfunding conundrum in general terms by explaining how crowdfunding, (both consumer and accredited investor) works in practice and explore the major problems and issues that startup com...