Table of Contents
VOLUME 1 - The Economics of Corporations and Corporate Law
General Introduction by Fred S. McChesney vii
Biography of Henry G. Manne by Jonathan R. Macey xix
Introduction by Henry N. Butler xxix
Review of Corporation Giving in a Free Society 3
Review of The American Stockholder 13
Current Views on the "Modern Corporation" 22
The "Higher Criticism" of the Modern Corporation;
with a Reply by Professor Adolf A. Berle, Jr., Modern Functions of the Corporate System 59
Corporate Responsibility, Business Motivation,
and Reality 125
Review of The Calculus of Consent 139
Review of The American Economic Republic 149
Some Theoretical Aspects of Share Voting:
An Essay in Honor of Adolf A. Berle 157
Mergers and the Market for Corporate Control 182
Panel Discussion: The Emergence of "Federal Corporation Law" and Federal Control of Inside Information 199
Our Two Corporation Systems: Law and Economics 214
Cash Tender Offers for Shares: A Reply to Chairman Cohen 242
Shareholder Social Proposals Viewed by an Opponent 267
The Social Responsibility of Regulated Utilities:
An Essay Dedicated to Wilber G. Katz 302
The Limits and Rationale of Corporate Altruism:
An Individualistic Model 320
Controlling the Giant Corporation: Myths and Realities 337
Testimony of Dr. Henry G. Manne before the Senate Commerce Committee Considering Federal Chartering of Large Corporations 351
Index 365
VOLUME 2 - Insider Trading
Introduction, by Stephen M. Bainbridge vii
INSIDER TRADING AND THE STOCK MARKET
Preface 3
1 Background 9
2 The Traditional Legal Context 26
3 Developments Under SEC Rule 10b-5 44
4 The Market for Valuable Information: An Introduction 59
5 Mechanisms for Marketing Inside Information 69
6 Market Effects of Different Trading Rules 88
7 Effects of Different Legal rules on Non-inside Traders 103
8 The Entrepreneur in the Large Corporation 121
9 Inside Information: The Entrepreneur's Compensation 141
10 Objections to Information as Compensation 157
11 The Problems of Public and Private Policing 169
12 A Postscript on Government 181
List of Cases 200
Appendix: Selected Cases 202
ARTICLES AND ESSAYS
In Defense of Insider Trading 235
Insider Trading and the Administrative Process 256
Insider Trading and the Law Professors 309
A Rejoinder to Mr. Ferber 359
Definition of "Insider Trading" 364
Bring Back the Hostile Takeover 374
Options? Nah, Try Insider Trading 377
The Case for Insider Trading 380
Citizen Donaldson 384
What Mutual-Fund Scandal? 388
Regulation "In Terrorem" 392
Insider Trading: Hayek, Virtual Markets, and the Dog That Did Not Bark 396
Index 425
VOLUME 3 - Liberty and Freedom in the Economic Ordering of Society
Introduction, by Jonathan R. Macey vii
First Lecture 3
Economic Aspects of Required Disclosure under Federal Securities Laws 28
Reach vs. Grasp: A Legal Authority Analyzes a New Book on Securities Fraud 77
What Price Blue-Sky? State Securities Laws Work against Private and Public Interest Alike (with James S. Mofsky) 84
Prohibition on Wall Street? Congress Should Rewrite the Securities Exchange Act of 1934 94
Accounting and Administrative Law Aspects of Gerstle v. Gamble-Skogmo, Inc. 104
Law by Proxy? In Gerstle v. Gamble-Skogmo, the SEC Has Changed the Rules 136
Unconvincing Case: Mutual Fund "Reforms" Would Do More Harm than Good 143
Corporate Militants: Their Lawsuit Makes a Case for Sounder Securities Regulation 151
The Parable of the Parking Lots 158
The Political Economy of Modern Universities 165
Sins of Commission: A New Study Challenges SEC Disclosure Policies 189
Fighting Back against Controls 196
Preface to The Economics of Legal Relationships 204
The Publicly Held Corporation as a Market Creation 209
A New Perspective for Public Interest Law Firms 215
The Judiciary and Free Markets 239
A Free Market Model of a Large Corporation System 267
How Law and Economics Was Marketed in a Hostile World: A Very Personal History 291
Liberty Fund Conferences Attended by Henry Manne 315
Index 319
Cumulative Index 335