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Masthead, 2020 University of California, Hastings College of the Law

Masthead

Hastings Business Law Journal

No abstract provided.


The Ethics Of Governance, Justice Gordon Goodman 2020 University of California, Hastings College of the Law

The Ethics Of Governance, Justice Gordon Goodman

Hastings Business Law Journal

This Article discusses the need for a board of last resort to set financial values during periods of extreme economic stress, i.e., the “liquidity black hole” events. The purpose of this proposed board, the “Independent Treasury Board,” would be to address valuation uncertainty during bust periods immediately following major financial crises.

If an Independent Treasury Board existed prior to 2008, it could have helped rein in some valuations that were among the causes for the Great Recession. More importantly, it could have quickened recovery from the Great Recession during the period immediately following the financial crisis by shortening the ...


Federal Right To Try Act: Heightened Informed Consent And Price Regulation Measures Will Improve Quality, Autonomy, And Exploitation Issues, Brenda Lin 2020 University of California, Hastings College of the Law

Federal Right To Try Act: Heightened Informed Consent And Price Regulation Measures Will Improve Quality, Autonomy, And Exploitation Issues, Brenda Lin

Hastings Business Law Journal

This Note will examine the federal Right to Try Act, which was enacted on May 30, 2018. The federal statute followed the passage of Right to Try legislation in thirty-eight states, including California. Much controversy has surrounded “Right to Try” as an alternative to preexisting pathways to investigational drug treatments, such as traditional clinical trials and the FDA-regulated Expanded Access program, also commonly known as “Compassionate Use.”

This Note will examine those criticisms, evaluate the federal Right to Try Act, and propose amendments through the lenses of health care quality, patient autonomy, and long-term scientific innovation. Some controversy stems from ...


An Introduction To Joint Powers Authorities, Their Funding Mechanisms, And Why California Should Utilize One In Order To Create An Effective Forest Management System To Prevent Wildfires, Anna Bernstein 2020 University of California, Hastings College of the Law

An Introduction To Joint Powers Authorities, Their Funding Mechanisms, And Why California Should Utilize One In Order To Create An Effective Forest Management System To Prevent Wildfires, Anna Bernstein

Hastings Business Law Journal

In the wake of ever-increasing incidences of wildfires across California, cost-effective, practical, and functional forest management has become a priority in order to keep California’s land and residents safe. From 2018 to 2020, six out of ten of California’s worst fires, coined ”megafires” by the United States Forest Service, have rampaged through the state. These megafires often behave in unstoppable ways. Most recently, in 2018, they killed more than a hundred people and destroyed seventeen thousand homes, all while burning hundreds of thousands of acres across California. Although the end of the recent drought has brought some relief ...


Cover, 2020 University of California, Hastings College of the Law

Cover

Hastings Business Law Journal

No abstract provided.


Women And (In)Justice: The Effects Of Employer Implicit Bias And Judicial Discretion On Title Vii Plaintiffs, Kya Rose Coletta 2020 University of California, Hastings College of the Law

Women And (In)Justice: The Effects Of Employer Implicit Bias And Judicial Discretion On Title Vii Plaintiffs, Kya Rose Coletta

Hastings Business Law Journal

Current disparate treatment jurisprudence requires a plaintiff to prove that her employer intentionally discriminated based on sex, ignoring the social cognitive view that emphasizes the role of unconscious, unintentional mental processes. Women are unable to reach the top- tiers of the legal profession, like partnership, due to employers’ deeply engrained biases that emerge during assignment distribution and performance evaluations. This Note challenges that dominant approach, arguing that disparate treatment liability should turn on proof of actuation rather than evidence of intentionality. This Note presents a prescriptive discussion of how employers can implement compliance measures to prevent implicit bias in decision-making ...


Foreword, Kya Rose Coletta 2020 University of California, Hastings College of the Law

Foreword, Kya Rose Coletta

Hastings Business Law Journal

No abstract provided.


Legal Transplants, Law Books, And Anglo-American Corporate Fiduciary Duties, Victoria Barnes 2020 University of California, Hastings College of the Law

Legal Transplants, Law Books, And Anglo-American Corporate Fiduciary Duties, Victoria Barnes

Hastings Business Law Journal

This Article explores legal transplants and divergences in Anglo- American corporate fiduciary law. The internal management rule in English law acts to restrict judicial interference in corporate governance disputes. It is conceptually similar to the business judgment rule but the two remain distinct. This Article explains why Anglo-American corporate law developed differently, despite its shared roots. It pinpoints the origins of the internal management rule to Lord Lindley’s work, which was written in the late nineteenth century. Lord Lindley was central to the development of corporate law in England and other common law jurisdictions within the British Empire, but ...


Financing Our Future’S Health: Why The United States Must Establish Mandatory Climate-Related Financial Disclosure Requirements Aligned With The Tcfd Recommendations, Colin Myers 2020 Elisabeth Haub School of Law at Pace University

Financing Our Future’S Health: Why The United States Must Establish Mandatory Climate-Related Financial Disclosure Requirements Aligned With The Tcfd Recommendations, Colin Myers

Pace Environmental Law Review

No abstract provided.


Artificial Entities With Natural Rights: Pursuing Profits At The Expense Of Human Capital, Loren M. Findlay 2020 Washington and Lee University School of Law

Artificial Entities With Natural Rights: Pursuing Profits At The Expense Of Human Capital, Loren M. Findlay

Washington and Lee Journal of Civil Rights and Social Justice

This Note explores the legal and constitutional rights granted to corporations and highlights how these corporate benefits are often at the expense of individuals. Over the past century, the corporation has evolved, taking on human-like characteristics. While many statutes and the Constitution use the word “person,” courts have inconsistently interpreted the definition of “person” in determining when it expands to corporations. In courts’ ad hoc analysis and interpretation, individuals get the metaphorical short-end of the stick.

The First Amendment of the Constitution was interpreted by the U.S. Supreme Court to afford the right of free speech to corporations in ...


Schrödinger's Corporation: The Paradox Of Religious Sincerity In Heterogeneous Corporations, Catherine A. Hardee 2020 California Western School of Law

Schrödinger's Corporation: The Paradox Of Religious Sincerity In Heterogeneous Corporations, Catherine A. Hardee

Boston College Law Review

Consider a corporation where one group of shareholders holds sincere religious beliefs and another group of shareholders does not share those beliefs but, for a price, will allow the religious shareholders to request a religious exemption to a neutrally applicable law on behalf of the corporation. The corporation is potentially both religiously sincere and insincere at the same time. A claim by the corporation for a religious accommodation requires the court to solve the paradox created by this duality and to declare the corporation, as a whole, either sincere or insincere in its beliefs. Although the Supreme Court and scholars ...


Fraud Or Confusion: A Pill For Chronic Securities Litigation In The Life Sciences Sector, Eric Schmid 2020 Boston College Law School

Fraud Or Confusion: A Pill For Chronic Securities Litigation In The Life Sciences Sector, Eric Schmid

Boston College Law Review

Publicly traded life science companies must navigate two overlapping regulatory agencies with distinct disclosure policies. The Food & Drug Administration (FDA) has a policy of under-disclosure to incentivize drug development while the Securities and Exchange Commission (SEC) encourages over-disclosure to avoid securities fraud. The FDA’s far-reaching and complex regulations, coupled with its acquiescence to confidentiality, obfuscates a life science company’s obligations under SEC regulation; as a result, life science companies are an attractive target for securities litigation. This Note explores the interplay between FDA and SEC regulations to pinpoint the source of the disproportionately high rate of securities litigation. It identifies two possible causes, one calling for drastic reforms and the other requiring a modest solution in comparison. It subsequently recommends the FDA release broad guidance on good disclosure practices in an attempt to reduce litigation for life science companies before more radical reforms are required.


Impact Assessment And Responsible Business Guidance Tools In The Extractive Sector: Implications For Human Rights, Gender And Stakeholder Engagement, Sara Seck, Penelope Simons, Naiomi Metallic, Meinhard Doelle, Bayo Majekolagbe 2020 Dalhousie University Schulich School of Law

Impact Assessment And Responsible Business Guidance Tools In The Extractive Sector: Implications For Human Rights, Gender And Stakeholder Engagement, Sara Seck, Penelope Simons, Naiomi Metallic, Meinhard Doelle, Bayo Majekolagbe

Responsible Business Conduct and Impact Assessment Law

This report aims to identify RBC tools referenced in the literature as relevant and/or promoted to Canadian extractive companies operating within and outside Canada. While not appraising or pronouncing on the quality of RBC tools, we consider the different actors that promote these diverse tools and whether there is a coherent framework for the efficient and effective application of current and future tools. We focus on RBC tools on human rights, stakeholder engagement, the rights of Indigenous peoples, and the rights of women and girls. Further, we review the position of scholars on the relationship between RBC and IA.


All That Glitters Is Gold: The Regulation Of Hidden Advertisements And Undisclosed Sponsorships In The World Of Beauty Social Media Influencers, Ashley Luong 2020 William & Mary Law School

All That Glitters Is Gold: The Regulation Of Hidden Advertisements And Undisclosed Sponsorships In The World Of Beauty Social Media Influencers, Ashley Luong

William & Mary Business Law Review

What happens when a trusted acquaintance is caught lying? What if these lies have influenced your purchasing decisions? In the realm of social media influencers, the line between authentic opinions and sponsored advertisements is a blurred one. Influencers have considerable marketing power over millions of followers and their brand of authenticity makes them a desirable partner to big corporations seeking to promote their products. Under current FTC regulations, the simplified rule for advertisement disclosure is to make the disclosure “clear and conspicuous” with very little guidance beyond that phrase. Influencers are uncertain how to disclose, some choosing to toe the ...


Digital Accessibility In The Hospitality And Tourism Industry: Legal And Ethical Considerations, Debra D. Burke, Kenneth J. Sanney, Dan Clapper 2020 William & Mary Law School

Digital Accessibility In The Hospitality And Tourism Industry: Legal And Ethical Considerations, Debra D. Burke, Kenneth J. Sanney, Dan Clapper

William & Mary Business Law Review

Federal law requires accessibility for public sector websites. What about the web pages and apps of hotels, restaurants, and tourism providers? The Americans with Disabilities Act may cover private sector websites if they are considered a place of public accommodation, but the law is unclear. This Article will provide an overview of the legal responsibilities of operators to provide accessibility to persons with disabilities, discuss the World Wide Web Consortium’s guidelines for web accessibility, and argue that the hospitality and tourism industry has a unique ethical obligation to fill in the gap where the legal system has failed this ...


Securities Exchange Act Section 4e(A): Toothless "Internal-Timing Directive" Or Statute Of Limitation?, Richard E. Brodsky 2020 William & Mary Law School

Securities Exchange Act Section 4e(A): Toothless "Internal-Timing Directive" Or Statute Of Limitation?, Richard E. Brodsky

William & Mary Business Law Review

The Securities and Exchange Commission has a problem, and everyone knows it: its investigative process suffers from excessive delay, which harms both individuals and entity it investigates and its own enforcement program. This problem has long been recognized and complained about, but never remedied.

In 2010, Congress passed a law specifically designed to solve the problem of excessive delay but, the way the SEC has read the law—which has been acquiesced in by the courts and ignored by subsequent Congresses—has rendered it toothless and essentially meaningless. This has been accomplished, first, by the Commission’s cabined interpretation of ...


Business Ethics: Co-Opting Macro-Influences For Corporate Success, Aaron Loertscher 2020 Brigham Young University

Business Ethics: Co-Opting Macro-Influences For Corporate Success, Aaron Loertscher

Marriott Student Review

Business ethics matter. Businesses can and should mitigate the macro-influences that their employees face to promote high ethical values which will in turn maximize shareholder value.


Compliance Management Systems: Do They Make A Difference?, Cary Coglianese, Jennifer Nash 2020 University of Pennsylvania Law School

Compliance Management Systems: Do They Make A Difference?, Cary Coglianese, Jennifer Nash

Faculty Scholarship at Penn Law

Regulatory compliance is vital for promoting the public values served by regulation. Yet many businesses remain out of compliance with some of the regulations that apply to them—presenting not only possible dangers to the public but also exposing themselves to potentially significant liability risk. Compliance management systems (CMSs) may help reduce the likelihood of noncompliance. In recent years, managers have begun using CMSs in an effort to address compliance issues in a variety of domains: environment, workplace health and safety, finance, health care, and aviation, among others. CMSs establish systematic, checklist-like processes by which managers seek to improve their ...


Genuine Incorporation Or Tax Avoidance?, LIU Hern Kuan, Vincent OOI 2020 Singapore Management University

Genuine Incorporation Or Tax Avoidance?, Liu Hern Kuan, Vincent Ooi

Research Collection School Of Law

In 2018, two articles in The Straits Times described how some professionals were incorporating one or more companies in an attempt to gain tax advantages. The issue was the difference between the highest personal income tax rate of 22 per cent and the corporate tax rate of 17 per cent, which provided an opportunity for tax arbitrage. The Start-Up Tax Exemption Scheme and Partial Tax Exemption and the availability of corporate tax rebates (typically announced during the Budget) also contributed to making incorporating one or more companies more attractive. Since the articles were published, many professionals have attempted to justify ...


From Securities To Cybersecurity: The Sec Zeroes In On Cybersecurity, Rebecca Rabinowitz 2020 Boston College Law School

From Securities To Cybersecurity: The Sec Zeroes In On Cybersecurity, Rebecca Rabinowitz

Boston College Law Review

Cybersecurity is one of the gravest threats facing public companies, the markets, and the economy at large today. Because of this pressing threat, the SEC has increased its attention to cybersecurity. In 2018 interpretive guidance, consistent with the mandatory disclosure regime established by federal securities regulation, the SEC stipulated that public companies have a duty to disclose those cybersecurity risks and incidents that are material to investors. The 2018 guidance added little, however, and instead parroted earlier guidance from the SEC’s Division of Corporation Finance. Moreover, the SEC itself has been plagued by cybersecurity problems. This Note asserts that ...


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