Digital Commons Network^™

An Organizational Theory Of Corporate Law, Emilie Aguirre, Julie Yen, Julie Battilana

Faculty Scholarship

Corporate law is in a moment of vibrant and contentious discussions about potential reforms. As firms exit Delaware, passive investment predominates, private equity expands, and public markets decline, corporate law faces a growing set of challenges that threaten its stability and efficacy. At the same time, the world faces pressing crises, including climate change, social and economic inequalities, and threats to democracy, though corporate law scholars typically consider these crises to be outside corporate law’s remit.

In this Article, we argue that to understand and address the multidimensional crises that face both corporate law and society, we must address shortcomings …

Molecular Diagnostic Patenting After Mayo V. Prometheus: An Empirical Analysis, Colleen V. Chien, Jenna Clark, Arti K. Rai

Faculty Scholarship

Since the United States Supreme Court's 2012 decision in Mayo v. Prometheus announced a new legal test for patent-eligible subject matter, policymakers, and scholars have vigorously debated the decision's impact on molecular diagnostics innovation. Molecular diagnostics serve as the cornerstone of personalized medicine and its promise of treatments with fewer side effects and better outcomes for patients. This article contributes to the presently thin evidence base on the impact of Mayo by using data on patent applications, examinations, and grants from 2010 to 2019 to comprehensively trace the effects of the test and subsequent related developments. Using descriptive data as …

The Savings Mirage, Sara Sternberg Greene

Faculty Scholarship

In the past, we did not worry much about elderly poverty because retirement was short for most Americans – a brief jaunt of post-work life was soon met with death. But with the 100-year life becoming a reality for more Americans, an elderly poverty crisis looms. The American dream of abundant retirement savings remains elusive for many, particularly low-wage workers. While government initiatives emphasize individual responsibility and financial education as a way toward retirement success, the reality is that governmental policies are barriers, including asset limitations that prevent those who receive public benefits from saving. This chapter urges reform in …

Private Religious Schools And Disability Discrimination, Kevin Timpe

University Faculty Publications and Creative Works

In the lead-up to the passing of the Americans with Disabilities Act (“ADA”), religious institutions and organizations lobbied to be exempt. Because they were successful in securing an exemption to most of the ADA’s requirements, religious private schools maintain the legal right to refuse admission to disabled students or to fail to give them various legal protections. After considering the arguments given in its favor, the paper critiques this exemption on moral grounds. It then suggests that these considerations should lead to a reexamination of the legal right such schools have to discriminate against disabled individuals, especially in those cases …

Empty Voting And Hidden Ownership In Canadian Jurisprudence, Maziar Peihani

All Faculty Publications

The classic understanding of equity encompasses a suite of economic and governance rights, which typically includes the rights to vote, receive dividends, and participate in distribution of assets upon dissolution. This conventional view, outlined in corporate legislations, is supported by Canadian jurisprudence and corporate law scholarship. However, financial innovations have facilitated the separation of voting rights from the financial entitlements of shares, creating a marketplace where shareholder interests are reconfigured and traded in diverse ways. Derivatives and securities lending arrangements have led to phenomena known as empty voting and hidden ownership. In empty voting, an investor retains voting rights without …

Accessibility For All?, Jessica Pasquale

Law Librarian Scholarship

There are new Americans with Disabilities Act requirements for state and local governments, so as employees of the University of Michigan, my colleagues and I have been preparing to meet them for over a year. Recently, I began wondering about the accessibility of websites for law firms in Michigan, so I conducted a brief and informal survey of randomly selected firms based on affiliations listed in the State Bar of Michigan’s ‘Find a Lawyer’ directory. I ran each site through the automated tool offered by AccessibilityChecker.org and found that 100% of the sites I checked were rated as noncompliant with …

Streamlining Wildlife Regulation, Robert L. Fischman

Articles by Maurer Faculty

A recent burst of revisions in the bedrock regulations governing projects that may adversely affect wildlife represents a generational shift in policy. Streamlining federal decision -making drove much of this reform. Streamlining offers a path to address climate change without abandoning a longstanding commitment to wildlife conservation. The conservation community recognizes the need to build new infrastructure to reduce the rate of climate change through air emissions. The most urgent priority is decarbonizing the electrical ~rid through renewable energy generation and a better transmission network. Adaptation to the "new abnormal" of climate-driven environmental disruption demands federal approvals for a host …

Climate Prosecution As Climate Regulation, Cindy J. Cho

Articles by Maurer Faculty

Last term, the Supreme Court weakened the federal government’s ability to regulate. Three new decisions—and one landmark case from the previous term—will affect everything from drug approvals to overtime pay to national security. One issue stands out as a political flashpoint that will prove particularly difficult to address via regulation in the wake of this term: climate change. Given the unlikelihood of congressional climate action any time soon, those concerned about the risks of a warming planet will no doubt be looking for alternatives to regulation. Private and state civil lawsuits against polluters reflect an important legal tradition that must …

Reconstituting Corporate Power & Accountability, Cindy J. Cho, Donald Braman, Theresa Gabaldon

Articles by Maurer Faculty

Modern society faces a growing crisis of corporate impunity. While corporations generate immense value, they increasingly inflict harm at scales that dwarf those of traditional street crime. Decades of deregulation, unchecked corporate lobbying, and a judiciary actively dismantling the administrative state have created a dangerous accountability vacuum. And just as federal oversight is collapsing, the Supreme Court's expanding preemption doctrine is handcuffing state regulators. This Article proposes a paradigm shift: the revitalization of state criminal authority, a power largely shielded from federal interference. Upon securing a conviction or deferred prosecution agreement, states should mandate that the offending corporation conduct all …

Annual Report, Fiscal Year 2025, Tennessee. Department Of Correction

Annual Reports

This document is the annual report for the Tennessee Department of Correction during the fiscal year.

Poison! An Africana Legal Studies Investigation Into Enslaved Africans And Their Deadly Roots, Angi Porter

Scholarly Articles in Law Reviews & Journals

This article is a murder investigation.

And a strange one, as the victims might be the suspects, and the suspects might be the victims. Or, even stranger, who we are calling the victims might be the enforcers of an entirely different justice system we did not initially see.

This is a cold case: we are investigating African people enslaved in the Province of Maryland during the eighteenth century. It is really a collection of cases—all cases of poisoning. These enslaved Africans were poisoning their enslavers. The incidents are described in legal records and newspapers. But what do these poisonings really …

Forward Progress: The Rooney Rule And Its Post-Sffa Relevance, N. Jeremi Duru

Scholarly Articles in Law Reviews & Journals

In 2003, the National Football League (NFL), which had long struggled with racial inequity both on and off the field, implemented a policy known as the Rooney Rule, requiring that any league club searching for a head coach interview at least one person of color before making a hire. In the over two decades since, employers of all sorts seeking to increase opportunities for people of color and women have adopted a form of the Rule. Indeed, it has gained traction from coast to coast. Hundreds of American employers utilize the Rooney Rule or a policy derived therefrom. In the …

What Is Copywritable In Software?, Charles Duan

Scholarly Articles in Law Reviews & Journals

No abstract provided.

Criminalizing Ecocide: An Opportunity To Embed The Inseparability Of Humans From Nature Into The Law, Rebecca Hamilton

Scholarly Articles in Law Reviews & Journals

Amid widespread acknowledgment that we live on a planet in peril, the term “ecocide” packs a powerful rhetorical punch. Extant regulatory approaches to environmental protection feel insufficient in the face of the triple threat of climate change, pollution, and biodiversity loss. International criminal prosecution for ecocide, by contrast, promises to meet the moment, and a recent proposal to introduce ecocide into the canon of core international crimes is gaining traction. Assuming the push to criminalize ecocide continues to gain momentum, this Article argues that the primary (and perhaps, sole) benefit that international criminal law can offer in this context is …

Asian Pacific Investments In Latin America: A Corporate And Tax Perspective, Nicolás Muñiz

Penn State Journal of Law & International Affairs (2012 - Present)

No abstract provided.

Activist Directors: The Evolution Of Hedge Fund Activism In The S&P 500, Anna Christie

Connecticut Law Review

The prevailing rhetoric associated with hedge fund activism is almost universally negative. This Article provides new evidence of activist hedge fund behavior that contradicts this dominant narrative. The principal argument of the Article is that the conventional picture of hedge fund activism requires updating to account for the phenomenon of activist board representation.

This Article makes two general contributions to academic and policy debates on hedge fund activism. First, it analyzes original, hand-collected data on all activist hedge fund campaigns at S&P 500 companies from 2010 to 2019. Currently, there is continued reliance on empirical studies of hedge fund activism …

Un-Fathering The Constitution, Lorianne Updike Toler

Connecticut Law Review

Constitutional law turns on Madison’s vision. This because Madison is universally acclaimed by the Supreme Court and legal academe as the Constitution’s father. However, Madison’s constitutional parentage sounds more in lore than logic.

A careful review of recent historiography, Madison’s own writings, and new analytics tools available on the Quill Project reveal Madison as much less important to the Constitution than previously thought. He did not bring about the Convention, did not write the Virginia Plan, and was not that influential at the Constitutional Convention. Immediately after the Convention, Madison considered himself and the Constitution a failure, and disclaimed any …

Scènes À Faire: Cliché As Legislative Fact, Sarah Louise Bishop

Connecticut Law Review

In the last ten years, federal courts have quietly begun to apply copyright’s scènes à faire doctrine to dismiss infringement claims before party discovery has occurred. This move theoretically should not be possible, because applying the doctrine requires evidence of the conventions and tropes of the artistic genres at issue—something unlikely to be reflected in the parties’ pleadings.

This Article identifies this trend and explores the workarounds district courts use to achieve these dismissals without a factual record before them. The most common methods courts use are inconsistent with both the Federal Rules of Civil Procedure and Evidence and risk …

A Restorative Justice Alternative For Trafficking Survivors: The Need For A Collaborative Approach In Establishing A Pilot Program Addressing Survivor-Articulated Needs, Stephanie Richard, Suzanne S. La Pierre

Connecticut Law Review

Human trafficking survivors not only suffer physical and psychological harm during the commission of the crimes against them, but also are often further harmed through forced involvement in the criminal justice system. With the current focus on apprehending and punishing perpetrators as the primary tool promoted in the United States to prevent trafficking, survivors forced to be witnesses against their perpetrators lose their self-determination in ways replicating the abusive patterns of their traffickers. To aid investigation and prosecution of traffickers, they are required to provide testimony reliving their experiences. Forced testimony is also often the only option available for avoiding …

Generative Artificial Intelligence: Legal Ethics Issues, Kincaid Brown

Law Librarian Scholarship

Generative artificial intelligence (GenAI) is transforming nearly every sector of society including the practice of law. Legal professionals are increasingly using AI tools for research, drafting, contract review, and even predicting judicial outcomes with as many as one third of respondents to a survey using GenAI daily. But with this rapid adoption come questions that go beyond efficiency and instead point to the core of legal ethics including issues such as competence, confidentiality, and professional judgment.

Antitrust In The Health Care Sector, Doug Ross

Chapters in Books

This chapter is an opportunity for students to apply the concepts addressed elsewhere in the book, but at a deeper level and in the context of a sector that accounts for a very large share of antitrust activity on the part of government enforcers and private plaintiffs. The topics chosen illustrate some of the nuances in applying antitrust law in the real world and show how the application of antitrust principles has evolved over time. The chapter also raises important policy questions regarding how to apply antitrust to a sector that is rife with market failures, including what tools and …

Critical Curriculum Design: Teaching Law In An Age Of Rising Authoritarianism, Rachel López

Minnesota Law Review Headnotes, Vols. 107 onward (2022-present)

No abstract provided.

Commodification, Precarity, And Identity: A Review Of Professor Bridget Crawford’S Taxing Sugar Babies, Tessa Davis

Minnesota Law Review Headnotes, Vols. 107 onward (2022-present)

No abstract provided.

The Liminality Of Transactional Relationships, Victoria J. Haneman

Minnesota Law Review Headnotes, Vols. 107 onward (2022-present)

No abstract provided.

Tax Talk And Taxing Sugar Babies, Blaine G. Saito

Minnesota Law Review Headnotes, Vols. 107 onward (2022-present)

No abstract provided.

Clinicians In The Loop Of Medical Ai, W. Nicholson Price Ii

Emory Law Journal

As medical AI begins to mature as a health-care tool, the task of governance grows increasingly important. Ensuring that medical AI works, works where it’s used, and works for the patient in the moment is a challenging, multifaceted task. Some of this governance can be centralized—in review by FDA or by national accreditation labs, for instance. Some must be local, performed by the hospital or health system about to use the product in their own, unique environment. But a large amount of governance is left to the individual provider in the room, the human in the loop who presumably knows …

The Great Writ Of Popular Sovereignty, William M.M. Kamin

Scholarly Articles

American habeas corpus, long conventionally known as the Great Writ of Liberty, is more properly understood as the Great Writ of Popular Sovereignty—a tool for We the People to insist that when our agents in government exercise our delegated penal powers, they remain faithful to our sovereign will. Once we grasp this conceptual shift, the implications for the law of habeas are profound.

In the past fifteen years, novel archival research has shown the Great Writ of Liberty’s founding myth to be ahistorical—that ideas about sovereignty, rather than individual liberty, drove the common-law writ’s development in the centuries of English …

“Declaring Law”: A Pragmatic Analysis Of Law As Communication And Implications For The Hart-Fuller Debate, A.G. Harmon

Scholarly Articles

The year 2024 is the sixtieth anniversary of a seminal work in American jurisprudence, itself the consequence of the one of the most important debates in legal philosophy, the Hart-Fuller Debate conducted in 1958’s Harvard Law Review.

Legal philosopher Lon Fuller famously and controversially posited eight “legal principles” as constitutive of a “morality of law” (The Morality of Law, Yale University Press). Legal positivists stridently objected to Fuller’s theory, notably philosopher H.L.A. Hart. They rejected the idea that such things indicated a “moral” dimension to the law. The debate continued for many years, lately with many legal scholars reclaiming the …

Public Right And Humane Punishment, Adam J. Macleod

Scholarly Articles

Retribution is the strategic lynchpin for securing justice and the presumption of innocence. It is the justification that takes the criminal defendant to be a human being rather than a mere instrument of social engineering and political control. By contrast, modern, results-oriented theories of punishment—deterrence, incapacitation, and rehabilitation—have made our institutions of criminal justice less humane in important ways. Gerard Bradley’s contemporary, detailed account of the old idea of retribution can be cashed out in legal doctrines that secure the presumption of innocence and limit the corrosive effects of strict-liability offenses. This new articulation of an old juristic concept provides …

Charitable Giving And Civil Rights: A Defense Of Private Remedial Action, Roger Colinvaux

Scholarly Articles

Private charitable organizations have long enjoyed the freedom to determine their mission and render appropriate charitable assistance, including by taking race, ethnicity, gender, and other traits into account when responding to the harmful effects of past discrimination, a practice this Feature terms “private remedial action.” The legality of this kind of trait-conscious assistance is strongly supported by the early American history of trait-based associations, federal tax law, and core values of free association. However, new legal and political attacks on affirmative action of all types have put charities on the defensive, leading many groups to change their programs and behavior …