The Short, But Interesting Life Of Good Faith As An Independent Liability Rule,
2011
Georgetown University Law Center
The Short, But Interesting Life Of Good Faith As An Independent Liability Rule, Robert B. Thompson
NYLS Law Review
No abstract provided.
Good Faith In Revlon-Land,
2011
Washington and Lee University School of Law
Good Faith In Revlon-Land, Christopher M. Bruner
NYLS Law Review
No abstract provided.
Producing Corporate Text: Courtrooms, Conference Rooms, And Classrooms,
2011
Michigan State University College of Law
Producing Corporate Text: Courtrooms, Conference Rooms, And Classrooms, Mae Kuykendall
NYLS Law Review
No abstract provided.
Deconstructing Lyondell: Reconstructing Revlon,
2011
New York Law School
Deconstructing Lyondell: Reconstructing Revlon, Lawrence Lederman
NYLS Law Review
No abstract provided.
Good Faith After Disney: Justice Berger’S Closing Discussion,
2011
New York Law School
Good Faith After Disney: Justice Berger’S Closing Discussion, Carolyn Berger
NYLS Law Review
No abstract provided.
Extending The Fraud-On-The-Market Presumption Beyond Basic: A Case Of Poor Analogies And Over-Eager Courts,
2011
New York Law School Class of 2010
Extending The Fraud-On-The-Market Presumption Beyond Basic: A Case Of Poor Analogies And Over-Eager Courts, Dana Lai
NYLS Law Review
No abstract provided.
Towards A Stakeholder-Shareholder Theory Of Corporate Governance: A Comparative Analysis,
2011
UC Law SF
Towards A Stakeholder-Shareholder Theory Of Corporate Governance: A Comparative Analysis, Katharine V. Jackson
UC Law Business Journal
This article sets forth an argument as to why the empowerment of stakeholder investors presents the only currently viable means for stakeholders to influence the behavior of the American public corporation. The article explores the history of corporations in America, Germany, and the United Kingdom and analyzes the disparate theories of corporate governance between the countries. Through this analysis, it will become clear that: (1) of the various interests having control over corporate decision-making, shareholders can best accommodate stakeholder interests; (2) stakeholder interests can be represented in corporate management and decisionmaking; and (3) the empowerment of stakeholder-shareholders can reform corporate …
Creditor Claims In Arbitration And In Court,
2011
UC Law SF
Creditor Claims In Arbitration And In Court, Christopher R. Drahozal, Samantha Zyontz
UC Law Business Journal
This article compares debt collection cases brought by business claimants in arbitration-both individual AAA debt collection arbitrations and cases brought under a program of debt collection arbitrations administered by the AAA-to debt collection cases brought in court. This research adds new information to the policy debate over consumer arbitration. The differing win rates for business claimants and consumer claimants appear to result from two factors, neither of which provides evidence of bias in favor of business claimants. First, the types of claims businesses bring in arbitration tend to differ from the types of claims consumers bring. Second, business claims are …
Protecting Title In Continental Europe And The United States - Restriction Of A Market,
2011
UC Law SF
Protecting Title In Continental Europe And The United States - Restriction Of A Market, Peter Soskin
UC Law Business Journal
Out of the many issues facing homebuyers, arguably, the most important is ensuring that title to their property is free and clear of encumbrances. The buyer must follow prescribed protocols in order to ensure and protect ownership rights over property and avoid later claims. This note will compare title protection procedures and costs for residential real estate in United States and Continental Europe. The concludes by explaining how the different procedures for ensuring transfer of good title, or at least financial protection from third party claims, are the result of each region's unique historical development.
Implementation Of China's 2007 Open Government Information Regulation,
2011
UC Law SF
Implementation Of China's 2007 Open Government Information Regulation, Nolan R. Shaw
UC Law Business Journal
This note reviews the implementation of China's 2007 Open Government Information Regulation both in and outside the courts. Increased information about the workings of government promotes fairness, improved government work, civic participation, and faith in government. This note reviews the unsurprising hiccoughs in the initial implementation of the OGI Regulation, but also notes that most government offices are making positive efforts to comply with the OGI Regulation. The note concludes that the law is an important step in China's move towards greater transparency, but needs broader judicial application to be effective.
The Fabricated Unwind Doctrine: The True Meaning Of Penn V. Robertson,
2011
UC Law SF
The Fabricated Unwind Doctrine: The True Meaning Of Penn V. Robertson, John Prebble, Chye-Ching Huang
UC Law Business Journal
The Tax Unwind Doctrine allows taxpayers, who are parties to a prior taxable transaction, to effectively "undo" the transaction and return to the status quo as if the transaction never occurred. This article finds that Penn v. Robertson is not authority for the unwind doctrine, contrary to the routine assertions of the Internal Revenue Service, practitioners, taxpayers, and legal academics. This article shows that the unwind doctrine, and the large structure of tax practice built upon it, has no foundation in case law. The article considers the practical significance of the misunderstanding of Penn v. Robertson in Revenue Ruling 80-85 …
Sunlight On Iran: How Reductive Standards Of Materiality Excuse Incomplete Disclosure Under The Securities Laws,
2011
UC Law SF
Sunlight On Iran: How Reductive Standards Of Materiality Excuse Incomplete Disclosure Under The Securities Laws, Amy Deen Westbrook
UC Law Business Journal
U.S. federal securities law protects investors by requiring companies to disclose information that is "material," information that would be significant to a reasonable person making an investment decision. This article examines the doctrine of materiality as it is currently being used by reporting companies to avoid disclosure of activities in Iran. The Securities and Exchange Commission's reductive standard relies on notions of informational efficiency made implausible after the financial crisis, undercuts crucial U.S. foreign policy, and fails to protect investors. Consequently, this article argues that the Securities and Exchange Commission should use a broader understanding of materiality.
Why Can't We Be Friends?: Why California Needs A Lifestyle Discrimination Statute To Protect Employees From Employment Actions Based On Their Off-Duty Behavior, Jean M. Roche
UC Law Business Journal
This note explores the employment implications that social networking has on private employees and discusses the need for a lifestyle discrimination statute in California. The note begins with an overview of the increasing use of social networking, both within the employment context as well as within society as a whole. The note then analyzes current privacy protections under federal and California law and contrasts those protections with lifestyle discrimination statutes adopted in Colorado and New York. Ultimately, the note concludes that California should adopt a statute that would provide protection to employees who are terminated for off-duty, off-site behaviors which …
An Unstoppable Force: The Offshore World In A Modern Global Economy,
2011
UC Law SF
An Unstoppable Force: The Offshore World In A Modern Global Economy, Michael J. Burns, James Mcconvill
UC Law Business Journal
Offshore financial centres ("OFCs") are often labelled "tax havens" due to a misconception that they only serve to avoid tax liability. This comment focuses on the many other practical reasons for using OFCs in international business. Reducing tax liability is just one of many reasons why structures utilise products from OFCs. The authors argue that OFCs are not simply "tax havens," but are a positive, unstoppable force in their own right.
Access To United States Courts By Purchasers Of Foreign Listed Securities In The Aftermath Of Morrison V. National Australia Bank Ltd.,
2011
UC Law SF
Access To United States Courts By Purchasers Of Foreign Listed Securities In The Aftermath Of Morrison V. National Australia Bank Ltd., Roger W. Kirby
UC Law Business Journal
This article evaluates and critiques the Morrison decision, which precluded access to United States federal courts for purchasers of securities listed on foreign exchanges bringing claims arising under section 10(b) of the Securities Exchange Act of 1934. The article also identifies alternative methods by which those purchasers may pursue claims for securities related fraud in United States courts.
The Meaning Of 'Sphere Of Influence' In Iso 26000,
2011
Allard School of Law at the University of British Columbia
The Meaning Of 'Sphere Of Influence' In Iso 26000, Stepan Wood
All Faculty Publications
The relationship between a company’s influence and its social responsibilities is the subject of persistent controversy, manifested for example in the debate over the use of the concept of “sphere of influence” (SOI) to define the scope of a company’s social responsibility. Early drafts of the ISO 26000 guide on social responsibility employed SOI in this way, stating among other things that influence can give rise to responsibility and that generally, the greater the ability to influence, the greater the responsibility. The UN Special Representative on business and human rights, John Ruggie, rejected this use of SOI as ambiguous, misleading, …
Introduction To 'New Governance And The Business Organization',
2011
Allard School of Law at the University of British Columbia
Introduction To 'New Governance And The Business Organization', Cristie Ford, Mary Condon
All Faculty Publications
In the fall of 2010, the University of British Columbia Faculty of Law welcomed a group of scholars from around the world to consider the state, and evolution, of responsive regulation, in both theory and practice. The occasion was the presence of Dr. John Braithwaite as UBC Law’s inaugural Fasken Martineau Senior Visiting Scholar. This paper is an introductory essay to the special edition of the UBC Law Review devoted to the workshop’s resulting work products. The volume begins with John Braithwaite’s own reflections on the responsive regulation project. On one level, the set of essays that follows his can …
Corporate Monitorships And New Governance Regulation: In Theory, In Practice, And In Context,
2011
Allard School of Law at the University of British Columbia
Corporate Monitorships And New Governance Regulation: In Theory, In Practice, And In Context, Cristie Ford, David Hess
All Faculty Publications
This paper was prepared for a conference on "New Governance and the Business Organization" at the University of British Columbia in May 2009. It considers government agencies' increasingly common strategy of resolving corporate criminal law and securities regulations violations by way of settlement agreements that require corporations to improve their compliance programs and hire independent monitors to oversee the changes. Based on our interviews with corporate monitors, regulators, and others in the United States and Canada, we identify the ways in which these monitorships in practice fall substantially short of the ideal new governance model we describe. These failings are …
Corporate Governance Reform For The 21st Century: A Critical Reassessment Of The Shareholder Primacy Model,
2011
Allard School of Law at the University of British Columbia
Corporate Governance Reform For The 21st Century: A Critical Reassessment Of The Shareholder Primacy Model, Carol Liao
All Faculty Publications
This article questions the efficiency of the shareholder primacy model of corporate governance in light of the financial calamities that have plagued the first decade of the 21st century. Reform efforts following the global financial crisis have focused on failures in securities regulation, but that is only part of the story. Effective reform measures must also address the legal and normative prescriptions found within existing governance structures, and the collateral effect those prescriptions have on political and regulatory inaction.
There was strong ideological support for the shareholder primacy model at the start of the century. Following the corporate and accounting …
Gangs And Gang Activity In America: A Prevention Report,
2011
Portland State University
Gangs And Gang Activity In America: A Prevention Report, Portland State University. Criminology And Criminal Justice Senior Capstone
Criminology and Criminal Justice Senior Capstone Project
This report covers information on gangs, gang activity, and gang prevention. The report reveals information such as the history of gangs in the U.S., the definition of “gang,” data on prevalence, persons affected by gang activity, demographics of gangs and their members, criminal activity committed by gangs, gang hierarchical structure, prevention strategies, and effectiveness of gang prevention programs.
