Open Access. Powered by Scholars. Published by Universities.®
- Institution
- Keyword
-
- Accountability (8)
- Perspective (8)
- World Bank (6)
- Banking law (4)
- Business organization (4)
-
- Banking (3)
- Business law (3)
- International law (3)
- Anti-money laundering (AML) (2)
- Banking and Finance (2)
- Banking and finance (2)
- Business Organization (2)
- Capital markets (2)
- Corporate governance (2)
- Finance (2)
- Financial Technology (2)
- Financial institution (2)
- Financial regulation (2)
- International Law (2)
- 14a-8 (1)
- AMC Entertainment (1)
- Administrative agencies (1)
- Ai (1)
- Ai manager (1)
- Alignment (1)
- Alternative credit services (1)
- Anti-money laundering (1)
- Antitrust (1)
- Antitrust law (1)
- Artificial intelligence (1)
Articles 1 - 24 of 24
Full-Text Articles in Law
Shocking Financed Emissions: The Effect Of Economic Volatility On The Portfolio Footprinting Of Financial Institutions, Ilmi Granoff, Tonya Lee
Shocking Financed Emissions: The Effect Of Economic Volatility On The Portfolio Footprinting Of Financial Institutions, Ilmi Granoff, Tonya Lee
Sabin Center for Climate Change Law
Many financial institutions are now calculating and disclosing their financed emissions, a class of metrics enabling these institutions to calculate the greenhouse gas (GHG) emissions associated with investment and lending activities. These institutions have widely adopted the metric to estimate exposure to climate-related financial risk associated with GHG-emitting activities and to provide shareholders and investors a picture of how their financial activity impacts global climate change. Financed emissions metrics, despite widespread adoption, face two key methodological challenges: lack of comparability of outputs within and between portfolios, and vulnerability of calculations to portfolio volatility. Markets are naturally volatile, but the economic …
Getting Merger Guidelines Right, Keith N. Hylton
Getting Merger Guidelines Right, Keith N. Hylton
Faculty Scholarship
This paper is on the new Merger Guidelines. It makes several arguments. First, that the Guidelines should be understood as existing in a political equilibrium. Second, that the new structural presumption of the Merger Guidelines (HHI = 1,800) is too strict, and that an economically reasonable revision in the structural presumption would have increased rather than decreased the threshold. Whereas the new Guidelines lowers the threshold to HHI 1,800 from HHI 2,500, an economically reasonable revision would have increased the threshold to HHI 3,200. I justify this argument using a bare-bones model of Cournot competition. Third, it seems unlikely, …
Covid-19 Risk Factors And Boilerplate Disclosure, Stephen J. Choi, Mitu Gulati, Xuan Liu, Adam C. Pritchard
Covid-19 Risk Factors And Boilerplate Disclosure, Stephen J. Choi, Mitu Gulati, Xuan Liu, Adam C. Pritchard
Law & Economics Working Papers
The SEC mandates that public companies assess new information that changes the risks that they face and disclose these if there has been a “material” change. Does that theory work in practice? Or are companies copying and repeating the same generic disclosures? Using the shock of the COVID-19 pandemic, we explore these questions. Overall, we find considerable rote copying of boilerplate disclosures. Further, the factors that correlate with deviations from the boilerplate seem related more to the resources that companies have (large companies change updated disclosures more) and litigation risks (companies vulnerable to shareholder litigation update more) rather than general …
Retail Investors And Corporate Governance: Evidence From Zero-Commission Trading, Dhruv Aggarwal, Albert H. Choi, Yoon-Ho Alex Lee
Retail Investors And Corporate Governance: Evidence From Zero-Commission Trading, Dhruv Aggarwal, Albert H. Choi, Yoon-Ho Alex Lee
Law & Economics Working Papers
We examine the effects of the sudden abolition of trading commissions by major online brokerages in 2019, which lowered stock market entry costs for retail investors, on corporate governance. Firms already popular with retail investors experienced positive abnormal returns around the abolition of commissions. Firms with positive abnormal returns in response to commission-free trading subsequently saw a decrease in institutional ownership, a decrease in shareholder voting, and a deterioration in environmental, social, and corporate governance (ESG) metrics. Finally, these firms were more likely to adopt bylaw amendments to reduce the percentage of shares needed for a quorum at shareholder meetings. …
The Global Corporate Minimum Tax And Mne Home Countries, Reuven S. Avi-Yonah
The Global Corporate Minimum Tax And Mne Home Countries, Reuven S. Avi-Yonah
Other Publications
This Perspective explores the implications for the home countries of large MNEs of the agreement reached by over 140 countries in 2021 to enact a corporate minimum tax of 15%. It argues that the corporate minimum tax complements the trend to reduce the negative impact of unfettered globalization on labor, and it protects the ability of home countries to finance a robust social safety net. Home countries should adopt the corporate minimum tax, and that includes the US, which last year failed to adapt its Global Intangible Low-Taxed Income approach to the corporate minimum tax.
Exiting The Disaster, Evading The Responsibility? Wadi Al-Qamar -- The Moon Valley, Suzan Nada
Exiting The Disaster, Evading The Responsibility? Wadi Al-Qamar -- The Moon Valley, Suzan Nada
Perspectives
This essay explores a case that delivered no results for the complainants, where harm was not prevented, and where stakeholders who filed the complaint were not compensated. Investigated by the Compliance Advisor Ombudsman (CAO) of the International Finance Corporation (IFC), the Wadi al-Qamar case illustrates some of the limitations of accountability mechanisms in limiting the harms caused directly or indirectly by projects in which the International Financial Institutions (IFIs) invest.
Ending 30 Years Of Imf Exceptionalism: A Call For An Accountability Mechanism At The International Monetary Fund, Luiz Vieria
Ending 30 Years Of Imf Exceptionalism: A Call For An Accountability Mechanism At The International Monetary Fund, Luiz Vieria
Perspectives
This year marks the 30th anniversary of the World Bank’s Inspection Panel (WBIP or Panel), created as the result of grass-roots and international pressure on the Bank to address the well-documented negative impacts on marginalised communities of the Bank-financed Narmada dam and similar projects.
The establishment of the world’s first independent accountability mechanism (IAM) at the World Bank led to the creation of similar mechanisms at nearly all international financial institutions (IFIs), with the IMF an important exception. The establishment of the WBIP and other IAMs was a step-change in accountability, as previously IFIs were only accountable to shareholders …
Unacceptable Means: The Inspection Panel Actions On World Bank Forcible Resettlement, Lori Udall
Unacceptable Means: The Inspection Panel Actions On World Bank Forcible Resettlement, Lori Udall
Perspectives
This essay reviews the World Bank’s Inspection Panel’s work on cases involving involuntary resettlement. Since its Inception, the Panel has received 89 requests involving resettlement (over half of all cases) and has investigated 32. It traces Panel cases, lessons learned, and advisory reports on resettlement and livelihood restoration. Despite the growing evidence through the years of resettlement failures, the World Bank continues to violate its own safeguard policies and repeat the same omissions and mistakes in projects. The essay concludes with recommendations for empowering the Inspection Panel and for the Bank to move towards bottom-up community development that better addresses …
Digital Dollar: Privacy And Transparency Dilemma, Jiaying Jiang
Digital Dollar: Privacy And Transparency Dilemma, Jiaying Jiang
UF Law Faculty Publications
Many have voiced concerns that a digital dollar, a digital form of central bank money, will facilitate government surveillance, thus depriving users of privacy. Contrary to popular belief, this Article investigates critical technical designs proposed by leading think tanks, central banks, and scholars from interdisciplinary fields, it reaches a surprising conclusion: a digital dollar can offer better privacy protection than existing digital payment systems. The Article argues that those expressing concerns have made two flawed assumptions: (1) that the digital dollar data is fully transparent regarding personal information and transaction details, and (2) that the government or the Federal Reserve …
Uncovering Elon's Data Empire, Carliss Chatman, Carla L. Reyes
Uncovering Elon's Data Empire, Carliss Chatman, Carla L. Reyes
Faculty Journal Articles and Book Chapters
In 2022, Elon Musk publicly announced that he would purchase Twitter after acquiring a five percent stake in the company. His failure to report this acquisition—and the company’s failure to notice—allowed Musk to continue purchasing stock at a deflated price, costing the company more than $156 million. After the signing of a merger agreement, the details of the transaction caused wild fluctuations in Tesla’s stock price. Musk’s complaints about the management of Twitter and the existence of bots on the platform led Twitter’s stock to also drop in value, as did Musk’s attempts to withdraw from the transaction. Even after …
The River Of Accountability Mechanisms: Then And Now, Suresh Nanwani
The River Of Accountability Mechanisms: Then And Now, Suresh Nanwani
Perspectives
In 1993, the river of international accountability mechanisms (IAMs) commenced from its source – the World Bank Inspection Panel (The Panel). In its journey the river was fed by the tributaries of similar accountability mechanisms from other development institutions, including four regional development banks – the Inter-American Development Bank in 1994, the Asian Development Bank in 1995, the European Bank for Reconstruction and Development in 2003, and the African Development Bank in 2006. It also welcomed other entities – bilateral institutions like Japan Bank for International Cooperation (2003) and Proparco (2018), United Nations Development Program (2014) and other organizations like …
Thirty Years Of Accountability In International Development: Insights From The General Counsel Of The World Bank Group, Christopher H. Stephens
Thirty Years Of Accountability In International Development: Insights From The General Counsel Of The World Bank Group, Christopher H. Stephens
Perspectives
The creation of the World Bank’s Inspection Panel in 1993 was a groundbreaking moment in international development. The first accountability mechanism of its kind, it established a precedent for accountability in development that has been followed by multiple development banks and international financial institutions over the last decades. Today, the credibility of international financial institutions rests significantly on the mechanisms that they put in place to check their own behavior and the avenues they offer for affected communities and individuals to raise questions of harm related to the projects financed by these institutions. This essay is a reflection on the …
Legal Risk And Accountability In Development Finance: Lessons From Jam V. International Finance Corporation, Michelle Harrison, Shannon Marcoux
Legal Risk And Accountability In Development Finance: Lessons From Jam V. International Finance Corporation, Michelle Harrison, Shannon Marcoux
Perspectives
In a landmark decision in 2019, the U.S. Supreme Court ruled in Jam v. International Finance Corporation that international organizations like the International Finance Corporation (IFC), the private lending arm of the World Bank Group, can be sued in U.S. courts, ending the “absolute immunity” from suit that they had long claimed. The Jam lawsuit arose out of IFC’s gross mishandling of the Tata Mundra coal-fired power plant project in Gujarat, India, which has destroyed the livelihoods, environment, and way of life of local communities living in its shadow. The lawsuit, and especially the clash between IFC’s sweeping assertions of …
Imf Human Rights Accountability: A Pragmatic Way To Break The Deadlock, Aldo Caliari
Imf Human Rights Accountability: A Pragmatic Way To Break The Deadlock, Aldo Caliari
Perspectives
In the three decades since the 1993 establishment of the World Bank Inspection Panel, almost all development finance institutions (DFIs) have established analogous panels, ombudsperson offices or other independent accountability mechanisms (IAMs) to allow people who believe they have been harmed by the DFI’s activities to directly trigger processes of fact-finding, dispute resolution, and, if applicable, redress. The primary exception has been the International Monetary Fund.
World Bank's Roadmap And The Inspection Panel's Human Rights Responsibilities, Juan Pablo Bohoslavsky, C.P. Chandrasekhar
World Bank's Roadmap And The Inspection Panel's Human Rights Responsibilities, Juan Pablo Bohoslavsky, C.P. Chandrasekhar
Perspectives
The World Bank has been under pressure to devise a process for “evolving” its mission, operations, and resources, acknowledging that decades of engagement with low- and middle-income countries has resulted, paradoxically and contrary to its official mission, in a “crisis of development.” The Bank bluntly notes in the opening to its paper “Evolving the World Bank Group’s Mission, Operations, and Resources: A Roadmap,” issued in December 2022, “after decades of progress, growth and poverty reduction have stalled.” Indeed, this “crisis of development” threatens to unleash political instability around the world.
Shareholder Primacy Versus Shareholder Accountability, William Wilson Bratton
Shareholder Primacy Versus Shareholder Accountability, William Wilson Bratton
Articles
When corporations inflict injuries in the course of business, shareholders wielding environmental, social, and governance ("ESG") principles can, and now sometimes do, intervene to correct the matter. In the emerging fact pattern, corporate social accountability expands out of its historic collectivized frame to become an internal subject matter-a corporate governance topic. As a result, shareholder accountability surfaces as a policy question for the first time. The Big Three index fund managers, BlackRock, Vanguard, and State Street, responded to the accountability question with ESG activism. In so doing, they defected against corporate legal theory's central tenet, shareholder primacy. Shareholder primacy builds …
New Tech, Old Problem: The Rise Of Virtual Rent-To-Own Agreements, Carrie Floyd
New Tech, Old Problem: The Rise Of Virtual Rent-To-Own Agreements, Carrie Floyd
Fellow, Adjunct, Lecturer, and Research Scholar Works
This Article explores how fintech has disrupted the traditional rent-to-own (RTO) industry, giving rise to new, virtual RTO agreements (VirTOs). These VirTOs have enabled the RTO industry to expand into the service industry and to markets for products not traditionally associated with rentals, such as vehicle repairs, pet ownership, and medical devices. This Article analyzes this development.
RTO agreements purport to rent products to a consumer until the conclusion of a set number of renewable rental payments, at which point ownership transfers. The fundamental characteristic of these agreements – and why they are not regulated as loans – are that …
Creditors, Shareholders, And Losers In Between: A Failed Regulatory Experiment, Albert H. Choi, Jeffery Zhang
Creditors, Shareholders, And Losers In Between: A Failed Regulatory Experiment, Albert H. Choi, Jeffery Zhang
Law & Economics Working Papers
In the aftermath of the 2007-08 Global Financial Crisis, regulators encouraged many of the world’s largest banks to hold a new type of regulatory instrument with the goal of improving their safety and soundness. The regulatory instrument was known as a “CoCo,” short for contingent convertible bond. CoCos are neither debt nor equity. They are something in between, designed to give the bank a shot in the arm during times of stress. Many of the largest international banks have issued CoCos worth hundreds of billions of dollars. After more than ten years—a decade that includes the collapse of Credit Suisse …
The Meme Stock Fenzy: Origins And Implications, Dhruv Aggarwal, Albert H. Choi, Yoon-Ho Alex Lee
The Meme Stock Fenzy: Origins And Implications, Dhruv Aggarwal, Albert H. Choi, Yoon-Ho Alex Lee
Articles
In 2021, several publicly traded companies, such as GameStop, Bed Bath & Beyond, and AMC, became “meme stocks,” experiencing a sharp rise in their stock prices through a dramatic influx of retail investors into their shareholder base. Analyses of the meme stock surge and its implications for corporate governance have focused on the idiosyncratic creation of online communities around particular stocks during the COVID-19 pandemic. In this Article, we argue that the emergence of meme stocks is part of longer-running and more structural digital transformations in trading, investing, and governance. On the trading front, the abolition of commissions by major …
Do Ais Dream Of Electric Boards?, Robert J. Rhee
Do Ais Dream Of Electric Boards?, Robert J. Rhee
UF Law Faculty Publications
When artificial intelligence (“AI”) acquires self-awareness, agency, and unique intelligence, it will attain ontological personhood. Management of firms by AI would be technologically and economically feasible. The law could confer AI with the status of legal personhood, as it did with the personhood of traditional business firms in the past, thus dispensing with the need for inserting AI as property within the legal boundary of a firm. As a separate and distinct entity, AI could function independently as a manager in the way that legal or natural persons do today: i.e., AI as director, officer, partner, member, or manager. Such …
Venture Capital's Esg Problem, Ryan A. Ashburn
Venture Capital's Esg Problem, Ryan A. Ashburn
Law Student Publications
Venture capital (“VC”) is repeatedly described as one of the “crown jewels” of the U.S. economy for its role in financing startups and innovation. However, recent corporate scandals, including fraud, have exposed a darker side of the VC industry and the startups in which venture capitalists (“VCs”) invest. For example, Theranos received $686 million in VC funding yet proved to be nothing more than a “house of cards” once it came to light that Theranos falsified blood test results. When Theranos founder Elizabeth Holmes was convicted of fraud, many VCs tried to distance themselves, saying Theranos was an exception and …
The Administrative State, Financial Regulation, And The Case For Commissions, Kathryn Judge, Dan Awrey
The Administrative State, Financial Regulation, And The Case For Commissions, Kathryn Judge, Dan Awrey
Faculty Scholarship
Administrative law is under attack, with the Supreme Court reviving, expanding, and creating doctrines that limit the authority and autonomy wielded by regulatory agencies. This anti-administrative turn is particularly alarming for financial regulation, which already faces enormous challenges stemming from the dynamism of modern finance, its growing complexity, and fundamental contestability. Yet that does not mean that defending the current regime is the optimal response. The complexity and dynamism of modern finance also undercut the efficacy of established administrative procedures. And the panoply of financial regulators with unclear and overlapping jurisdictional bounds only adds to the challenge. Both these procedural …
Brandeisian Banking, Kathryn Judge
Brandeisian Banking, Kathryn Judge
Faculty Scholarship
Banking law shapes the structure of the banking system, which in turn shapes the structure of the economy. One of the most significant ways that banking law in the United States traditionally sought to promote Brandeisian values of stability and decentralization was through a combination of carrots and sticks that enabled small banks across the country to thrive. To see this requires a richer understanding of Brandeis as someone who valued not just atomistic competition but also small business and broad flourishing. It also requires a deeper understanding of the ways different parts of banking law worked together during the …
Financial Regulation Beyond Stability, Kathryn Judge
Financial Regulation Beyond Stability, Kathryn Judge
Faculty Scholarship
This essay briefly reviews the ways stability has dominated regulatory and academic discourse about financial regulation. It then uses anti-money laundering (AML) and the Federal Home Loan Banks (FHL Banks) — the oldest government foray into housing policy — as case studies to show that banks and the financial system are already deeply engaged in efforts to further other important government policies. These case studies affirm just how hard it can be to promote healthy public-private coordination, while also revealing why such arrangements have become so pervasive. More than anything, the aim here is to force acknowledgment of the myriad …