Open Access. Powered by Scholars. Published by Universities.®
- Discipline
-
- Banking and Finance Law (25)
- Securities Law (16)
- Business Organizations Law (13)
- Internet Law (6)
- Law and Economics (6)
-
- Legislation (5)
- Business (3)
- Commercial Law (3)
- Law and Society (3)
- Science and Technology Law (3)
- Comparative and Foreign Law (2)
- Computer Law (2)
- Intellectual Property Law (2)
- Law and Gender (2)
- Legal Education (2)
- Legal Profession (2)
- Litigation (2)
- Tax Law (2)
- Torts (2)
- Administrative Law (1)
- Agency (1)
- Agriculture Law (1)
- Civil Law (1)
- Consumer Protection Law (1)
- Courts (1)
- Criminal Law (1)
- Disability Law (1)
- Entertainment, Arts, and Sports Law (1)
- Family Law (1)
- Institution
-
- University of Colorado Law School (11)
- University of Tennessee College of Law (11)
- William & Mary Law School (9)
- University of Kentucky (3)
- Roger Williams University (2)
-
- University of New Hampshire (2)
- City University of New York (CUNY) (1)
- Columbia Law School (1)
- Florida International University College of Law (1)
- Mississippi College School of Law (1)
- Notre Dame Law School (1)
- Saint Louis University School of Law (1)
- Singapore Management University (1)
- University of Georgia School of Law (1)
- University of Richmond (1)
- University of Washington School of Law (1)
- Vanderbilt University Law School (1)
- Yeshiva University, Cardozo School of Law (1)
- Publication Year
- Publication
-
- Scholarly Works (12)
- Publications (11)
- Faculty Publications (5)
- Popular Media (3)
- Articles (2)
-
- Journal Articles (2)
- Law Faculty Scholarly Articles (2)
- Law Faculty Scholarship (2)
- All Faculty Scholarship (1)
- Centre for AI & Data Governance (1)
- Faculty Scholarship (1)
- Law Faculty Advocacy (1)
- Law Faculty Publications (1)
- Publications and Research (1)
- School of Law Conferences, Lectures & Events (1)
- School of Law Public Interest Auction (1)
- Student Award Winning Papers (1)
- Vanderbilt Law School Faculty Publications (1)
- William & Mary Annual Tax Conference (1)
Articles 1 - 30 of 50
Full-Text Articles in Law
Regulating Charitable Crowdfunding, Lloyd Hitoshi Mayer
Regulating Charitable Crowdfunding, Lloyd Hitoshi Mayer
Journal Articles
Charitable crowdfunding is a global and rapidly growing new method for raising money to benefit charities and individuals in need. While mass fundraising has existed for more than a hundred years, crowdfunding is distinguishable from those earlier efforts because of its low cost, speed of implementation, and broad reach. Reflecting these advantages, it now accounts annually for
billions of dollars raised from tens of millions of donors through hundreds of Internet platforms such as Charidy, Facebook, GoFundMe, and GlobalGiving. Although most charitable crowdfunding campaigns raise only modest amounts, every year several efforts attract tens of millions of dollars in donations. …
Understanding The Nature And Dimensions Of Litigation Crowdfunding: A Visual Analytics Approach, Viju Raghupathi, Jie Ren, Wullianallur Raghupathi
Understanding The Nature And Dimensions Of Litigation Crowdfunding: A Visual Analytics Approach, Viju Raghupathi, Jie Ren, Wullianallur Raghupathi
Publications and Research
The escalating cost of civil litigation is leaving many defendants and plaintiffs unable to meet legal expenses such as attorney fees, court charges and others. This significantly impacts their ability to sue or defend themselves effectively. Related to this phenomenon is the ethics discussion around access to justice and crowdfunding. This article explores the dimensions that explain the phenomenon of litigation crowdfunding. Using data from CrowdJustice, a popular Internet fundraising platform used to assist in turning legal cases into publicly funded social cases, we study litigation crowdfunding through the lenses of the number of pledges, goal achievement, target amount, length …
Patents As Signals Of Quality In Crowdfunding, Christopher A. Cotropia
Patents As Signals Of Quality In Crowdfunding, Christopher A. Cotropia
Law Faculty Publications
Patents and crowdfunding both attempt to foster early stage innova-tions. In theory, patents signal quality and value to attract investment and buyers and ultimately facilitate commercialization. Crowdfunding allows multiple individuals to make small contributions to finance start-up ven-tures. This Article reports on two related studies investigating the interac-tion between these two innovation tools by determining the impact of a crowdfunding campaign’s patent status on the campaign’s success and de-livery. The first study examines 9,184 Kickstarter campaigns in patent-eli-gible categories to determine whether patented or patent-pending labeled projects are more likely to reach their funding goal and in turn achieve actual, …
Global Challenges And Regulatory Strategies To Fintech, Aurelio Gurrea-Martinez, Nydia Remolina
Global Challenges And Regulatory Strategies To Fintech, Aurelio Gurrea-Martinez, Nydia Remolina
Centre for AI & Data Governance
The rise of new technologies has changed the operation, regulation and supervision of financial markets, bringing new challenges and opportunities for consumers, regulators, and financial institutions. This Article seeks to explore the most common regulatory strategies used by financial regulators around the world to address the challenges associated with the rise of fintech. These strategies include the imposition of bans, regulatory passivity, adoption of new legislation, permission on a case by case basis, and more interactive approaches such as innovation offices, accelerators and sandboxes. This Article argues that the adoption and desirability of each regulatory approach will depend on a …
Crowdfunding Issuers In The United States, Andrew A. Schwartz
Crowdfunding Issuers In The United States, Andrew A. Schwartz
Publications
Startup companies can now legally sell shares of stock, bonds, or other securities to the broad public using equity crowdfunding, a new type of online capital market modeled on Kickstarter and other reward crowdfunding websites. Through equity crowdfunding, entrepreneurs can go directly to the broad public (the “crowd”) for investment, without having to go through the usual (and costly) process of an initial public offering (IPO). Equity crowdfunding thus offers a chance for all entrepreneurs, regardless of their physical location, gender, or anything else, to solicit investors and raise capital.
In 2012, new federal legislation—the Jumpstart Our Business Startups (JOBS) …
Linn Foster Freedman Room Dedication At Rwu School Of Law 11-01-2019, Roger Williams University School Of Law, Michael M. Bowden
Linn Foster Freedman Room Dedication At Rwu School Of Law 11-01-2019, Roger Williams University School Of Law, Michael M. Bowden
School of Law Conferences, Lectures & Events
No abstract provided.
Public Or Private Venture Capital?, Darian M. Ibrahim
Public Or Private Venture Capital?, Darian M. Ibrahim
Faculty Publications
The United States has an unparalled entrepreneurial ecosystem. Silicon Valley startups commercialize cutting-edge science, create plentiful jobs, and spur economic growth. Without angel investors and venture capital funds (VCs) willing to gamble on these high-risk, high-tech companies, none of this would be possible.
From a law-and-economics perspective, startup investing is incredibly risky. Information asymmetry and agency costs abound. In the United States, angels and VCs successfully mitigate these problems through private ordering and informal means. Countries without the robust private venture capital system that exists in the United States have attempted to fund startups publicly by creating junior stock exchanges …
Blockchain-Based Token Sales, Initial Coin Offerings, And The Democratization Of Public Capital Markets, Jonathan Rohr, Aaron Wright
Blockchain-Based Token Sales, Initial Coin Offerings, And The Democratization Of Public Capital Markets, Jonathan Rohr, Aaron Wright
Articles
Best known for their role in the creation of cryptocurrencies like bitcoin, blockchains are revolutionizing the way technology entrepreneurs finance their business enterprises. In 2017 alone, tech entrepreneurs raised over $6 billion through the sale of blockchain-based digital tokens, with some sales lasting mere seconds before selling out. In a token sale, also referred to as an “initial coin offering” or “ICO,” organizers of a project sell digital tokens to members of the public to finance the development of new technological platforms and services. After the initial sale, cryptocurrency exchanges scattered across the globe list tokens for trading and facilitate …
Champions For Justice & Public Interest Auction 2019, Roger Williams University School Of Law
Champions For Justice & Public Interest Auction 2019, Roger Williams University School Of Law
School of Law Public Interest Auction
No abstract provided.
Fintech And The Innovation Trilemma, Yesha Yadav, Chris Brummer
Fintech And The Innovation Trilemma, Yesha Yadav, Chris Brummer
Vanderbilt Law School Faculty Publications
Whether in response to roboadvising, artificial intelligence, or crypto-currencies like Bitcoin, regulators around the world have made it a top policy priority to supervise the exponential growth of financial technology (or "fintech") in the post-Crisis era. However, applying traditional regulatory strategies to new technological ecosystems has proven conceptually difficult. Part of the challenge lies in the tradeoffs involved in regulating innovations that could conceivably both help and hurt consumers and market participants alike. Problems also arise from the common assumption that today's fintech is a mere continuation of the story of innovation that has shaped finance for centuries.
This Article …
Mandatory Disclosure In Primary Markets, Andrew A. Schwartz
Mandatory Disclosure In Primary Markets, Andrew A. Schwartz
Publications
Mandatory disclosure—the idea that companies must be legally required to disclose certain, specified information to public investors—is the first principle of modern securities law. Despite the high costs it imposes, mandatory disclosure has been well defended by legal scholars on two theoretical grounds: ‘Agency costs’ and ‘information underproduction.’ While these two concepts are a good fit for secondary markets (where investors trade securities with one another), this Article shows that they are largely irrelevant in the context of primary markets (where companies offer securities directly to investors). The surprising result is that primary offerings—such as an IPO—may not require mandatory …
Financial Contracting With The Crowd, Usha Rodrigues
Financial Contracting With The Crowd, Usha Rodrigues
Scholarly Works
Equity crowdfunding is broken. The current model imposes too many burdens on entrepreneurs in exchange for too little money. For alternative models, this Article looks to the time-tested venture capital financial contract, and the recent experience of initial coin offerings (ICOs). ICOs made headlines over the past two years, as the means by which blockchain technology companies raised billions of dollars to launch new cryptocurrency ventures. Although their novelty as a monetary and investing device is well known, ICOs also presented significant, unappreciated insights into financial contracting.
ICOs furnished an unprecedented experiment into how bargains would look if entrepreneurs raised …
Public Or Private Venture Capital?, Darian M. Ibrahim
Public Or Private Venture Capital?, Darian M. Ibrahim
Popular Media
No abstract provided.
Female Entrepreneurs And Equity Crowdfunding In The Us: Receiving Less When Asking For More, Seth C. Oranburg, Mark Geiger
Female Entrepreneurs And Equity Crowdfunding In The Us: Receiving Less When Asking For More, Seth C. Oranburg, Mark Geiger
Law Faculty Scholarship
In this paper, we explore the relationship between gender and funding raised through equity crowdfunding. Using data collected from the population of US equity crowdfunding campaigns, we find that campaigns receive significantly less funding when the primary signatory is female. Furthermore, we explore interactions between gender and a campaign's funding target. The results suggest that campaigns raise significantly less funding, as the target amount increases, when the primary signatory is female. These results are the first to suggest a relationship between gender and funding among the population of US equity crowdfunding campaigns. Implications and future directions are discussed.
Crowdfunding Signals, Darian M. Ibrahim
Crowdfunding Signals, Darian M. Ibrahim
Faculty Publications
Entrepreneurs can now “crowdfund,” or sell securities to unaccredited investors over the Internet, to raise capital. But will these companies be able to attract the follow-on investors (angels and venture capitalists) that are necessary for long-term success? Angels and VCs face extreme levels of information asymmetry when deciding whether to fund a company. Signals can reduce this asymmetry. Early commentary argues a company only crowdfunds as a last resort for fear of sending a negative signal about the company’s quality to follow-on investors. This Article argues the inverse. This Article argues a successful crowdfunding campaign can send a positive signal …
The Big Crowd And The Small Enterprise: Intracorporate Disputes In The Close-But-Crowdfunded Firm, Martin Edwards
The Big Crowd And The Small Enterprise: Intracorporate Disputes In The Close-But-Crowdfunded Firm, Martin Edwards
Journal Articles
Equity crowdfunding is a financial innovation that allows small businesses and startups to access capital through soliciting investment over the Internet. The current literature on crowdfunding has focused on its theoretical background and on the development of crowdfunding exemptions from the securities laws permitting the practice. There is less discussion of the impact of crowdfunding on corporate governance. This article fills that gap by outlining the potential for a panoply of intracorporate disputes between and among majority shareholders and “crowd” minority shareholders, placing the discussion within the longstanding—if uneasy—divide in judicial treatment of disputes in public corporations and close corporations. …
The Gatekeepers Of Crowdfunding, Andrew A. Schwartz
The Gatekeepers Of Crowdfunding, Andrew A. Schwartz
Publications
Securities crowdfunding is premised on two core policy goals: inclusivity and efficiency. First, crowdfunding is conceived as an inclusive system where all entrepreneurs are given a chance to pitch their idea to the "crowd." Second, crowdfunding is supposed to be an efficient way to channel funds from public investors to promising startup companies. There is a fundamental tension between these two policy goals, however. A totally inclusive system would ensure that platforms list any and every company that wants to participate. But platforms need to curate and select the companies they list in order to establish a reputation as a …
Crowdfunding Signals, Darian M. Ibrahim
The Legal Regulation Of U.S. Crowdfunding: An Organically Evolving Patchwork, Joan Macleod Heminway
The Legal Regulation Of U.S. Crowdfunding: An Organically Evolving Patchwork, Joan Macleod Heminway
Scholarly Works
The legal regulation of crowdfunding in the United States is neither well calibrated nor holistic. With the exception of specific securities regulation legislation, the regulation of crowdfunding under U.S. law exists as an extension of principles of pre-existing regulation to a specific new and continually changing Internet-based financing space. As a result, while some common consumer protection objectives can be identified, the legal regulatory approach to crowdfunding did not develop through deliberate, rational choice based on coherent public policy objectives. Instead, it arose and evolved by necessity in response to the spontaneous and natural origination and development of crowdfunding as …
Selling Crowdfunded Equity: A New Frontier, Joan Macleod Heminway
Selling Crowdfunded Equity: A New Frontier, Joan Macleod Heminway
Scholarly Works
This article briefly offers information and observations about federal securities law transfer restrictions imposed on holders of equity securities purchased in offerings that are exempt from federal registration under the CROWDFUND Act, Title III of the JOBS Act. The article first generally describes crowdfunding and the federal securities regulation regime governing offerings conducted through equity crowdfunding — most typically, the offer and sale of shares of common or preferred stock in a corporation over the Internet — in a transaction exempt from federal registration under the CROWDFUND Act and the related rules adopted by the U.S. Securities and Exchange Commission. …
Financing Social Enterprise: Is The Crowd The Answer?, Joan Macleod Heminway
Financing Social Enterprise: Is The Crowd The Answer?, Joan Macleod Heminway
Scholarly Works
How does a business that wants “do good” while doing well finance its operations? In particular, how does a business of that kind find investors who understand and are committed to both its nonfinancial and financial objectives? This chapter addresses issues at the intersection of corporate governance and corporate finance with those questions in mind. Specifically, the pages that follow assess common foundational elements of social enterprise and crowdfunding and whether crowdfunding may be a promising (or even suitable) source of funding for social enterprise businesses.
As young popular and populist corporate governance and corporate finance adventures, social enterprise and …
Crowdfunding Without The Crowd, Darian M. Ibrahim
Crowdfunding Without The Crowd, Darian M. Ibrahim
Faculty Publications
The final crowdfunding rules took three years for the Securites and Exchange Commission to pass, but crowdfunding—the offering of securities over the Internet—is now a reality. But now that crowdfunding is legal, will it be successful? Will crowdfunding be a regular means by which new companies raise money, or will it be relegated to a wasteland of the worst startups and foolish investors? This Article argues that crowdfunding has a greater chance of success if regulators abandon the idea that the practice does (and should) employ “crowd-based wisdom.” Instead, I argue that crowdfunding needs intermediation by experts that mirrors the …
Crowdfunding Without The Crowd, Darian M. Ibrahim
Managing Third-Party Platform Litigation Risk In Crowdfunding: Terms, Pricing, And Reputation, Joan Macleod Heminway
Managing Third-Party Platform Litigation Risk In Crowdfunding: Terms, Pricing, And Reputation, Joan Macleod Heminway
Scholarly Works
Third-party platforms, intermediaries in the financing proposition offered by crowdfunding, assume various risks in undertaking that intermediation role, including the risk that legal actions may be brought against them by those seeking funding and the funders they attract. This litigation risk undoubtedly affects the terms of the services provided by third-party platforms, including platform terms of use and the pricing of platform services. Moreover, the reputation of a platform may impact and be impacted by litigation risk.
Untangling these factors and assessing their interaction will involve multiple studies over an extended period of time. This paper begins that process by …
Crowdfunding And The Public/Private Divide In U.S. Securities Regulation, Joan Macleod Heminway
Crowdfunding And The Public/Private Divide In U.S. Securities Regulation, Joan Macleod Heminway
Scholarly Works
Conceptions of publicness and privateness have been central to U.S. federal securities regulation since its inception. The regulatory boundary between public offerings and private placement transactions is a basic building block among the varied legal aspects of corporate finance. Along the same lines, the distinction between public companies and private companies is fundamental to U.S. federal securities regulation.
The CROWDFUND Act, Title III of the JOBS Act, adds a new exemption from registration to the the Securities Act of 1933. In the process, the CROWDFUND Act also creates a new type of financial intermediary regulated under the Securities Exchange Act …
Access To Capital Or Just More Blues? Issuer Decision-Making Post Sec Crowdfunding Regulation, Patricia Hureston Lee
Access To Capital Or Just More Blues? Issuer Decision-Making Post Sec Crowdfunding Regulation, Patricia Hureston Lee
All Faculty Scholarship
Crowdfunding is an alternative for Issuers seeking funds for their businesses. On October 2015, the Securities Exchange Commission (SEC) released final crowdfunding regulations that became effective May 20162 as a charge of the Jobs Act, Title III (the “Crowdfund Act”). Issuers can now secure crowdfunded investments without a securities registration.
This article evaluates investment-based crowdfunding from the perspective of one group that has been neglected from the crowdfunding scholarship — Issuers that seek financing under this new framework. In Section I, the author summarizes the new crowdfund regulations, which create a new financing opportunity vastly different from previous types of …
Inclusive Crowdfunding, Andrew A. Schwartz
Inclusive Crowdfunding, Andrew A. Schwartz
Publications
Securities “crowdfunding” — the sale of unregistered securities over the internet to large numbers of investors, each of whom contributes only a small amount — is a new concept that comes in at least three types: (1) retail crowdfunding under Title III of the federal JOBS Act of 2012; (2) accredited crowdfunding under Title II of the JOBS Act, which is legally restricted to accredited investors; and (3) intrastate crowdfunding under state law. Which of these three types — all at the dawn of their existence — holds the most promise?
Without claiming to finally resolve the issue, this Article …
Equity Crowdfunding: A Market For Lemons?, Darian M. Ibrahim
Equity Crowdfunding: A Market For Lemons?, Darian M. Ibrahim
Faculty Publications
No abstract provided.
Scouting For Approval: Lessons On Medical Device Regulation In An Era Of Crowdfunding From Scanadu’S “Scout”, Colleen Smith
Scouting For Approval: Lessons On Medical Device Regulation In An Era Of Crowdfunding From Scanadu’S “Scout”, Colleen Smith
Student Award Winning Papers
This Article will argue that medical device companies should be able to utilize crowdfunding to raise the necessary capital to develop a product. However, because of the risks medical devices pose, any solution that allows medical device companies to employ crowdfunding should ensure the continuing commitment to consumer safety that is at the core of FDA regulation. This Article uses the Scanadu Scout as an example and a staring point for evaluating the use of crowdfunding in the medical device industry. This Article explains how and why Scanadu broke the law when it moved the Scout, an “adulterated or misbranded” …
Bridgefunding Crowdfunding And The Market For Entrepreneurial Finance, Seth C. Oranburg
Bridgefunding Crowdfunding And The Market For Entrepreneurial Finance, Seth C. Oranburg
Law Faculty Scholarship
This Article explores the business environment of entrepreneurial finance through the lens of securities regulations. It finds that regulators should be more concerned with protecting investors from startup failure than from crowdfunding fraud. It recommends an amendment to Regula- tion Crowdfunding that may enable startup success: the limit on fun- draising should be raised from $1 to $5 million.