Law Commons^™

Brick By Brick: Deconstructing Pyramid-Like Companies By Requiring Disclosures From Multilevel Marketing Schemes, Alex Chumbley

William & Mary Business Law Review

Multilevel marketing companies ("MLMs") have thrived in the internet era as participants are able to market their products to their friends and followers on social media sites. Further, periods of high unemployment, such as during the COVID-19 pandemic, have led to increased enrollment in these companies. However, very few people actually make any money from selling for these companies. Beyond that, almost half of those who participate lose money due to the enrollment costs. This Note examines past case law surrounding MLMs and critiques the current regulations in place that fail to ensure that new participants are making a fully …

Regulating Dynamic Risk In Changing Market Conditions, Susan Navarro Smelcer, Anne Tucker, Yusen Xia

William & Mary Business Law Review

How successful are the SEC's attempts to regulate dynamic risk in financial markets? Using mutual fund disclosure data from two financial shocks--the Puerto Rican debt crisis and COVID-19--this Article finds evidence that SEC open-ended regulations, like the obligation to disclose changing market conditions, are largely successful in capturing dynamic, future risk. Funds engage in widespread and, often, detailed disclosures for new risks--although these disclosures vary widely in specificity. But not all funds disclose new risks. This creates perverse incentives for funds to opt out of disclosure or downplay threats with boilerplate language when new risks are emerging. This Article recommends …

Professional Medical Judgment And Pharmaceutical Marketing: Drawing Legal And Ethical Lines Around Conflict Of Interest, Steven R. Salbu

William & Mary Business Law Review

Pharmaceutical manufacturers develop relationships with healthcare providers for several purposes, including the marketing and sale of their products. Professional associations give guidance to physicians and companies for managing these relationships ethically. Some practices permitted by these associations entail conflicts of interest. This Article explores two of these practices: (i) company funding of external educational seminars, conferences, and continuing medical education; and (ii) company-hosted speaker programs. The conflict of interest concerns raised by the former practice are manageable, and the practice should continue to be permitted subject to appropriate safeguards; however, the conflict of interest concerns raised by the latter practice …

Pure Privacy, Jeffrey Bellin

Faculty Publications

n 1890, Samuel Warren and Louis Brandeis began a storied legal tradition of trying to conceptualize privacy. Since that time, privacy's appeal has grown beyond those authors' wildest expectations, but its essence remains elusive. One of the rare points of agreement in boisterous academic privacy debates is that there is no consensus on what privacy means.

The modern trend is to embrace the ambiguity. Unable to settle on boundaries, scholars welcome a broad array of interests into an expanding theoretical framework. As a result, privacy is invoked in debates about COVID-19 contact tracing, police body cameras, marriage equality, facial recognition, …

An Implied Defense: Self-Disclosure Offers A Defense To The Expanded False Claims Liability After Universal Health Services V. Escobar, Megan E. Italiano

William & Mary Law Review

No abstract provided.

Chinese Regulation Of Issuer Earnings Forecasts: Recommendations For An Ex Ante Legal Framework, Chengxi Yao

William & Mary Business Law Review

No abstract provided.

The Cost Of Securities Fraud, Urska Velikonja

William & Mary Law Review

Under the dominant account, fraudulent financial reporting by public firms harms the firms' shareholders and, more generally, capital markets. This Article contends that the account is incomplete. In addition to undermining investor confidence, misreporting distorts economic decision making by all firms, both those committing fraud and those not. False information impairs risk assessment by those who provide human or financial capital to fraudulent firms, the firms' suppliers and customers, and thus misdirects capital and labor to subpar projects. Efforts to hide fraud and avoid detection further distort fraudulent firms' business decisions, as well as decisions by their rivals, who mimic …

Insider Trading, Informed Trading, And Market Making: Liquidity Of Securities Markets In The Zero-Sum Game, Stanislav Dolgopolov

William & Mary Business Law Review

This Article reexamines the nexus of relationships among informed transactions, information asymmetry, and liquidity of securities markets in the context of public policy debates about insider trading and its regulation.The Article analyzes this nexus, with the emphasis on recent empirical studies and developments in the securities industry, from a variety of perspectives and considers the validity of the alleged link between insider trading—as opposed to other forms of informed trading—and market liquidity as a justification for the existence of regulation.

Betting The Farm: The Tic Turf War And Why Tics Constitute Investment Contracts Under Federal Securities Laws, David Rich

William & Mary Business Law Review

No abstract provided.

Climate Change Disclosure: Ensuring The Viability Of The Insurance Industry While Protecting The Investor, Kevin W. Weigand

William & Mary Environmental Law and Policy Review

No abstract provided.

Triumph Or Tragedy? The Curious Path Of Corporate Disclosure Reform In The U.K., Cynthia A. Williams, John M. Conley

William & Mary Environmental Law and Policy Review

No abstract provided.

Corporate Speech, Securities Regulation, And An Institutional Approach To The First Amendment, Michael R. Siebecker

William & Mary Law Review

Does the First Amendment shield politically tinged corporate speech from the compelled disclosure and reporting requirements embedded in the U.S. securities laws? The question arises in the securities regulation context because of an impending jurisprudential train wreck between the Supreme Court's commercial speech doctrine and its approach to corporate political speech. As corporations begin mixing commercial messages with political commentary, First Amendment jurisprudence simply provides insufficient guidance on the role government should play in regulating that speech. Although First Amendment jurisprudence generally counsels against governmental restrictions on corporate political speech without regard to the truth or falsity of the message, …

No Good Deed Goes Unpunished? Establishing A Self-Evaluating Privilege For Corporate Internal Investigations, Theodore R. Lotchin

William & Mary Law Review

No abstract provided.

Technological Evolution And The Devolution Of Corporate Financial Reporting, Donald C. Langevoort

William & Mary Law Review

No abstract provided.

Materiality And The Efficient Capital Market Model: A Recipe From The Total Mix, Roger J. Dennis

William & Mary Law Review

No abstract provided.

Regulation D: Coherent Exemptions For Small Businesses Under The Securities Act Of 1933, Marvin R. Mohney

William & Mary Law Review

No abstract provided.

Fairness Requirement In Section 3(A)(10) Of The Securities Act Of 1933, Bruce H. Matson

William & Mary Law Review

No abstract provided.

Rule 242 And Section 4(6) Securities Registration Exemptions: Recent Attempts To Aid Small Businesses, Susan E. Satkowski

William & Mary Law Review

No abstract provided.

Private Enforcement Of The Federal Proxy Rules: Remedial Alternatives

William & Mary Law Review

No abstract provided.