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This paper aims to examine the economic rationale for the shotgun clause, a legally specified protocol for the dissolution of a partnership or a private corporation that empowers one investor to acquire ownership of all the venture's assets.

Employing simple mathematics, the behavior of the initiating party or offeror is modeled in a situation of informational asymmetry and then optimized. The implications of offeror optimal behavior are then examined.

The paper finds that the introduction of a shotgun clause lowers the offeror's optimal offer price. Whereas in the absence of the clause, the offer price must exceed the offeror's private valuation of the business, in the presence of said clause the offeror's price may not exceed the offeror's private valuation. Situations where the shotgun clause improves versus impairs economic efficiency are delineated. For high (low) offeror private valuations of the business, the shotgun clause induces a greater (lower) discrepancy between said valuation and the offer price. Offerors with high private valuations of the business are shown to prefer the inclusion of the shotgun clause.

The behavioral ramifications of the shotgun clause are presented, thus providing potential partners and private corporation shareholders a guide for the clause's inclusion or exclusion when the small business is structured.

This is the first paper to provide an analysis of the shotgun clause in the context of informational asymmetry, employing refinements and simplifications of extant models that address other small business dissolution procedures.

The main purpose of this article is to determine the significance of selected reasons for the market success of a new food product depending on the perception of the offeror.

A cognitive-critical analysis of the literature on marketing, innovation management and image management were used to prepare the theoretical section. The results of the analysis indicate a cognitive and research gap regarding the role of innovative food products in creating their offerors' image. In order to reduce the gap, empirical studies were conducted on a sample of young Polish consumers, in which a questionnaire was used to gather primary data. The data were subjected to statistical analysis using the following methods and statistical tests: exploratory factor analysis, Kruskal–Wallis test, Pearson chi-square independence test and V-Cramer coefficient analysis.

The results of the analysis conducted indicated, inter alia, that there are no statistically significant dependencies between opinions on the importance of individual components to achieve market success by a new food product (NFP), and on the relationship between the perception of the NFP and the image of the offeror. Opinions on the impact of an offeror's image on the perception of an NFP are a feature that differentiates the factors indicating the success of NFPs in the case of three variables only.

The results obtained from the research have a cognitive and applicability value, characterized by originality. Until now, the role of innovative food products in creating their offerors' image has not been analyzed.

The purpose of this paper is to describe and analyze the rules on the formation of contracts under Korean law and the Contracts for the International Sale of Goods (CISG) in a comparative way and introduce the relevant proposed rules under the Amendment Draft of the Korean Civil Code (KCC). In addition, it attempts to compare and evaluate them in light of the discipline of comparative law.

In order to achieve the purposes of the study, it executes a comparative study of the rules as to the formation of contracts of the CISG, Korean law and the Amendment Draft of the KCC. The basic question for this comparative study is placed on whether a solution from one jurisdiction is more logical than the others and to what extent each jurisdiction has responded to protect the reasonable expectations of the parties in the rules as to the formation of contracts.

The comparative study finds that most of the rules under the CISG are quite plausible and logical and they are more or less well reflected in the proposals advanced by the KCC amendment committee. On the other hand, the other rules under the CISG which have brought criticisms in terms of their complexity and inconsistent case law invite us their revision or consistent interpretation. The drawbacks of the CISG have also been well responded in the Amendment Draft of the KCC. Nevertheless, it is quite unfortunate that the Amendment Draft of the KCC still has a rule that regards any purported performance with non-material alteration of the terms of an offer as an acceptance.

This study may provide legal and practical advice to both the seller and the buyer when they enter into a contract for international sales of goods. In addition, it may render us an insight into newly developed or developing rules in this area and show us how they interact with each other. Furthermore, it may be particularly useful in Korea where there is an ongoing discussion for revision of the KCC.

North Korea joined the United Nations Convention on Contracts for the International Sale of Goods (CISG) as a 90th member on March 27, 2019, which will necessitate the understanding of North Korean laws, in particular, the contract law for sale. This paper aims to compare the CISG and the North Korean contract law as to the formation of a contract focusing on form and writing requirement, offer and acceptance.

This paper analyzes the provisions of the North Korean Civil Code and the CISG and reviews the previous research studies concerning the formation of a contract.

The CISG and the North Korean Civil Code are very similar in many aspects as to the formation of a contract. However, there are some discrepancies as to the formation of a contract to which the parties need to pay attention in choosing the governing law.

The parties need to pay attention to the differences concerning the formation of a contract between the North Korean Civil Code and the CISG in concluding a contract for sale with North Korea.

This paper will be the first research work, to the best of the author’s knowledge, on the comparison of the CISG and the North Korean contract law as to the formation of a contract.

The rules on takeover bids are generally considered to be an important factor within the debate on corporate governance. The risk of a takeover bid – and of a consequent change in company control – should motivate a company’s board to act in the best interests of the shareholders (the so-called disciplinary mechanism). The European rules on takeover bids are enshrined in Directive 2004/25/EC (which is also known as the Thirteenth Directive on Company Law), which applies to bids for securities of companies (issuers) governed by the laws of Member States. In this chapter the author analysed the European rules on takeover bids and highlighted certain national options for implementing the Directive, although a revision of the European Directive, which will be based, among other things, on an examination of the advantages and disadvantages of its application, has been under way since 2004. The chapter also considered the revisions currently being proposed by the European Commission and the European Parliament.

The purpose of this paper is to identify and to make an in-depth analysis of importance of the environmental elements of dairy product packaging during consumer buying decisions process according to these elements’ compliance with consumer expectations.

The paper is of theoretical and empirical character. In the theoretical part, the cognitive-and-critical analysis of the world’s literature on marketing and marketing management was applied. In the empirical part, such research methods were used as: questionnaire survey for gathering primary data and statistical analysis (including factor analysis and cluster analysis) for the analysis of the primary data and for the statistical reasoning, which made the basis for the final conclusions.

On the basis of the research, it is possible to state that: environmental features of dairy product packaging are of great significance for the respondents, and meeting their expectations in this respect influences positively their buying decisions.

The original contribution of the paper to theory is the identification of Polish purchasers’ expectations toward elements of dairy product packaging in the context of their buying decisions taken thanks to the fact that their expectations concerning the features of packaging are fulfilled. This knowledge makes it possible for offerers to manage efficiently and effectively dairy product packaging as a tool of influencing recipients, as well as to shape properly and use their marketing potential, which, in turn, determines the applicability value of the research and the conclusions drawn on the basis of the results.

During 2003, compensation practices for the retail sale of mutual funds came under fire. Recent revelations about failures in the processing of mutual fund breakpoints had triggered a more in‐depth investigation into mutual fund marketing and compensation practice by securities regulators, Congress, and the states. This article focuses on the regulation of sales compensation practices primarily as it affects a broker‐dealer selling mutual funds in the retail market. It addresses the regulatory framework for three key compensation practices: (1) the use of non‐cash compensation in connection with mutual fund sales; (2) marketing and compensation arrangements providing enhanced compensation to a selling firm as well as to its sales representatives for the promotion of certain fund securities over others, such as proprietary funds over non‐proprietary funds, preferred funds over non‐preferred funds, and Class B shares over Class A shares; and (3) the use of commissions for mutual fund portfolio trades as an additional source of selling compensation for selling firms, a practice sometimes referred to as ”directed brokerage.“

The purpose of this study is to better understand the effectiveness of buyers’ defensive measures to thwart bid protests in government procurements.

A sample of 240 sourcing professionals concerning government source selections is used to analyze a logistic regression model exploring 6 antecedents of bid protests.

This research implicates the importance of oral presentations of offers, the type of value procured (i.e. services), protest experience, the quantity of document revisions, transaction costs and cost reimbursement contracts in receiving a bid protest.

To the best of the authors’ knowledge, this research is the first to explore sourcing strategy decisions that can contribute to the receipt of a bid protest. It adds clarity to an understudied market of business – the public sector.

U.S. and E.U. public and defense procurement rules require large prime contractors to promote subcontracts to small businesses, a.k.a. small and medium enterprises (SMEs). Under the U.S. Small Business Act, large firms encourage subcontracting through publicity, subcontracting plans, and “good faith” efforts to achieve subcontracting goals. However, processoriented measures failed to guarantee definitive results. In contrast, E.U. and member governments can hold large firms accountable to stricter subcontracting standards (often sweetened by incentives). With the Small Business Jobs Act of 2010, the U.S. is trying accountability measures now. Therefore, large contractors must plan for definitive subcontracting commitments in both markets.

The aim of the article is identifying the hierarchy of products that final purchasers are ready to co-create with offerors and defining the place that food products occupy in this hierarchy in the context of the preferred environment for cooperation.

Striving to fill the cognitive and research gap identified during the analysis of the world literature was the basis for the survey, which included 1,196 representatives of adult final purchasers in Poland. The primary data collected were subjected to statistical analysis using the following methods: average grade analysis, comparative analysis, exploratory factor analysis and the Kruskal–Wallis (KW) test.

This study found that the respondents would like to co-create food products which ranked third among the analyzed groups of products with offerors. Most respondents preferred the parallel use of the online and offline environments as places of cooperation with offerors. Among the total of respondents and the respondents who preferred the internet as an environment for cooperation, a group of people willing to participate in the creation of food products was identified. In both cases, these groups were characterized by the fact that their members were not ready to co-create other groups of products at the same time. Food products were one of the two groups of products for which the preferred environment for cooperation turned out to be a statistically significant feature differentiating the responses regarding what products the respondents would like to co-create with offerors.

The scope and the approach proposed in this article testify to its originality. So far, the preferences of final purchasers regarding (1) product groups, including food, that they would like to co-create with offerors and (2) the environment for cooperation with offerors have not been studied. Ipso facto, the significance of this environment for preferences related to products that purchasers would be ready to co-create has not been investigated. Conclusions drawn on the basis of the results of the research constitute a valuable contribution to the theory of marketing and the theory of behavior, related especially to the joint creation of food products. The results are characterized by high application value, making it easier for offerors to take actions better suited to the preferences of active final purchasers.