Law Commons^™

Materiality Guidance In The Context Of Insider Trading: A Call To Action, Joan Macleod Heminway

Scholarly Works

This article reflects upon certain negative effects associated with the ambiguity of the current legal standard for materiality in the insider trading context and suggests and demonstrates an approach to mitigating these negative effects. Specifically, after describing and illustrating the concept of materiality and its application in the insider trading context, this article identifies and assesses applicable regulatory policies, showing that these policies do not dictate an imprecise definition of materiality. Next, the article explains certain negative impacts on stockholder value emanating from the lack of predictability and certainty in interpreting and applying the existing materiality standard, including negative impacts …

"Stop Me Before I Vote For This Judge Again": Judicial Conduct Organizations, Judicial Accountability, And The Disciplining Of Elected Judges, Alex B. Long

Scholarly Works

No abstract provided.

Evaluating The Risks Of Market Swaps, Maurice Stucke

Scholarly Works

An asset swap between two competitors can be (i) per se illegal under Section 1 of the Sherman Act or (ii) a potentially legitimate sale of assets under Section 7 of the Clayton Act. The case law and antitrust commentary vary as to which standard should be applied, and the impication can be significant for the business entities contemplating the deal. This article outlines five factors to assist in evaluating the asset swap's legality under the federal antitrust laws, and the critical determination of which standard to apply to a potentially high risk transaction.

The Ada's Reasonable Accommodation Requirement And Innocent Third Parties, Alex B. Long

Scholarly Works

No abstract provided.

Bankruptcy And Recovery Of Tort Damages, George Kuney

Scholarly Works

No abstract provided.

Nanotechnology And Regulatory Policy: Three Futures, Glenn Harlan Reynolds

Scholarly Works

This Article outlines the basic characteristics of nanotechnology as it is currently understood and will briefly describe some of the technical - and social - consequences likely to arise as nanotechnology matures. Next, it examines three potential approaches for regulating nanotechnology and the likely consequences of each. The Article concludes with suggestions for further study, as well as a list of "dos" and "don'ts" for regulating nanotechnology.

An Institutional Analysis Of Lawyer Regulation: Who Should Control Lawyer Regulation - Courts, Legislatures, Or The Market, Benjamin H. Barton

Scholarly Works

No abstract provided.

Why Rite Aid Is Wrong, Don Leatherman

Scholarly Works

No abstract provided.

Save Martha Stewart? Observations About Equal Justice In U.S. Insider Trading Regulation, Joan Macleod Heminway

Scholarly Works

Martha Stewart is the subject of a civil enforcement action alleging violations of U.S. securities laws and regulations governing insider trading. The facts, as we now know them, suggest that the considerable governmental resources spent in pursuit of Martha Stewart (which are out of proportion to the apparent financial magnitude of any illegal trading activity) result from an express decision to single her out for potential criminal prosecution or civil enforcement based on some personal characteristic or characteristics. After describing the basic structure of insider trading regulation in the United States, this paper identifies potential structural sources of selective enforcement …

Legal, Political, And Ethical Hurdles To Applying International Human Rights Law In The State Courts Of The United States (And Arguments For Scaling Them), Penny White

Scholarly Works

No abstract provided.

Buying Assets In Tennessee: An Annotated Model Tennessee Asset Purchase Agreement, Joan Macleod Heminway, Angela Humphreys Hamilton

Scholarly Works

The coauthors have constructed a model asset purchase agreement, annotated with footnotes on substantive law and legal drafting issues. This model is intended to be used as a research piece, teaching tool, and practitioner resource. This agreement is part of a series of acquisition agreements and related ancillary contracts and instruments published by Transactions: Tennessee Journal of Business Law beginning in 2003.

Telling Miller's Tale, Glenn Harlan Reynolds

Scholarly Works

The case of United States v. Miller, 307 U.S. 174 (1939), is often cited in gun-control arguments and arguments over the meaning of the Second Amendment. In this Article, we take a close look at Miller, and the arguments made before the Supreme Court. When the decision is read closely and the arguments available (and not available) to the Court are taken into account, the decision is best understood as leaving open the opportunity for courts to adopt the Standard Model reading of the Second Amendment. What Miller plainly does not do is deny that an individual's right to keep …

A Response And Retort, Penny White

Scholarly Works

No abstract provided.

Rescuing The Confrontation Clause, Penny White

Scholarly Works

No abstract provided.

Mourning And Celebrating Gideon's Fortieth, Penny White

Scholarly Works

No abstract provided.

The House That Ruth Built, Gregory M. Stein

Scholarly Works

Yankee Stadium may be scheduled for demolition at the end of the 2008 baseball season, but the storied ballpark will live on in the memories of all baseball fans. "The House That Ruth Built" examines the legal history of the Yankees in their four New York homes: Hilltop Park, the Polo Grounds, Shea Stadium, and Yankee Stadium.

This chapter, which describes a variety of real estate law issues the Yankees have faced, focuses on Yankee Stadium itself. Designed to be baseball's first true showplace, the Stadium was huge, luxurious, and fireproof, which differentiated it radically from the other parks in …

Enron's Tangled Web: Complex Relationships; Unanswered Questions, Joan Macleod Heminway

Scholarly Works

This essay originally was presented orally at the University of Cincinnati College of Law's Sixteenth Annual Corporate Law Symposium. The essay describes corporate agency and agency-related relationships as implicated in the "Enron affair" and explores ways in which the Sarbanes-Oxley Act of 2002 fails or attempts to address the alleged malfunctions in these relationships. The essay concludes that the reforms enacted in Sarbanes-Oxley provide little assistance in resolving agency and agency-related problems associated with Enron's public misstatements and omissions. Ultimately, the essay exhorts scholars and practicing lawyers to work together to resolve these problems through (among other things) additional research …

Reflections On The Killing State: A Cultural Study Of The Death Penalty In The Twentieth Century United States, Dwight Aarons

Scholarly Works

No abstract provided.