Puerto Rico Corporate Law Journal – Robert Alex Fleming

Introduction Short-termism is a concern based on the idea that management objectives abandon long-term outlooks in favor of short-term gains based on movements of stock markets that eventually impact the value of companies and negatively affects the economy. There are critics to this view.  Some sustain that short horizon are an agency issue. Others state that short-termism is done on purpose, based on what management think is correct on the long-term. Some even argue that…

Companies are legally created entities treated as a natural person with separate personality solely responsible for its liabilities independent of their creators and owners.[1] As an individual the company can by itself own property, hire workers even if there is only one being the owner,[2] sue, and be sued and conduct its business continuously and indefinitely despite changes in share ownership.  Personal liability of owners is limited to the portion invested while holding a proportionate…

An inherent dichotomy exists between shareholders, board members, and officers. Although they are meant to work together, their individual goals and objectives often cause friction between them. The  system by which companies are directed and controlled is commonly known as corporate governance. If you own a small family business, this may not be as much of an issue. Likely, you are the shareholder, director, and officer, all hidden within the company’s distinct identity and limited…

On January 5, 2023, the The Federal Trade Commission (FTC) announced a proposed  new rule that would ban employers from imposing   non-compete agreements or clauses  on their workers (also termed as “noncompete”). These have become increasingly common in the U.S. labor market.  The FTC considers that they limit the mobility of workers and their ability to pursue better opportunities. If approved, the Rule will  radically change important provisions typically included in employment contracts given to…