Monday, June 26, 2017

The Traveling Business Law Prof: Part III - Using What You Pack

This post follows on my earlier travel posts on prepacking and packing for conference travel.  For last week's post, I used my trip to Mexico City for the Law and Society Association conference as an example.  This week, I assess my packing skills by chronicling briefly what I used and commenting on that assessment.  Bottom line: I did OK but could have left a few items of clothing and my flip flops at home.

For my plane travel to Mexico City a week ago last Sunday, I wore the reversible dance leggings (pattern side facing out), one of the tank tops, the embellished sweatshirt, and the suit jacket wth my sneakers.

BLPBOutfits1

Once I got to the hotel, I determined to take a walk through Chapultepec Park (Mexico's rough equivalent of New York's Central Park).  For the walk (and the rest of the day), I swapped out the sweatshirt and jacket for one of the button-downs I had brought--a medium green insect-repelling shirt I originally had bought to use when I taught in a study abroad program in Brazil.

For Monday, another sightseeing day (but one that I planned to end with an Ashtanga yoga class), I dressed for the day at the outset: reversible yoga shorts (pattern side facing out), light blue tank top, same green button down, and sneakers.

BLPBOutfits2

I noticed during the day that folks in Mexico City do not wear yoga shorts around.  So, I would revisit my decision to wear them all day on that basis.

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June 26, 2017 in Conferences, Joan Heminway, Travel | Permalink | Comments (0)

Monday, June 19, 2017

Thinking Ahead to Next June: Georgia on My Mind - Save the Dates for Emory Law and NBLS in 2018

As I am traveling and conferencing, my thoughts already have turned to next summer's conference schedule.  It seems like a good time to get two important business law conferences on the agenda for next year.  Those two conferences are: the sixth biennial conference on teaching transactional law and skills, “To Teach is to Learn Twice: Fostering Excellence in Transactional Law and Skills Education,” which will be held on June 1 - 2, 2018, at Emory Law in Atlanta, GA and the National Business Law scholars conference, which will be held at the University of Georgia School of Law in Athens, GA on June 21-22, 2018.  Emory Law's "Save the Date" notice hit my in box this morning and appears below, FYI.

*          *          *

SAVE THE DATE

Emory’s Center for Transactional Law and Practice cordially invites you to attend its sixth biennial conference on the teaching of transactional law and skills. The conference, entitled “To Teach is to Learn Twice: Fostering Excellence in Transactional Law and Skills Education,” will be held at Emory Law, beginning at 1:00 p.m. on Friday, June 1, 2018, and ending at 3:45 p.m. on Saturday, June 2, 2018.

We welcome you to share your experiences teaching any aspect of transactional law and skills, focused primarily on what general approaches, teaching methods, and specific exercises have been the most effective. Additionally, we want to know how you have implemented the ABA’s standards on learning outcomes and assessment and whether your teaching has changed as a result.

A formal request for proposals will be distributed in the fall.

Note: For this Sixth Biennial Conference, we will be offering a discounted registration rate for new teachers as well as for adjunct professors. Please encourage your colleagues to attend.

Looking forward to seeing all of you in June of 2018!

Sue Payne                                                                                                                                Katherine Koops
Executive Director                                                                                                                  Assistant Director
sue.payne@emory.edu                                                                                                         katherine.koops@emory.edu

June 19, 2017 in Conferences, Joan Heminway, Research/Scholarhip, Teaching, Travel | Permalink | Comments (2)

The Traveling Business Law Prof: Part II - What and How to Pack

Hola de la Ciudad de Mexico.  I arrived in Mexico City for the Law and Society Association conference yesterday to get acclimated and take some personal time to see the city.  Today, I carry forward the theme I posted on last week: packing for conference travel.  Last week, I shared my prepacking strategy.  This week, I will offer some parameters for packing for the actual trip, using the trip I am on now as an example.  This is what I was working toward (and achieved).

BLPBPacking4

I noted in my post last week that I almost always travel with one carry on duffle-like bag (soft-sider) and one tote bag that holds, among other things, my handbag for the trip.  That is what I chose for this trip!  The main advantage is that I do not have to check bags.  I had a tight connection yesterday in Atlanta, and my grab-and-go luggage helped me to make that connection with time to spare.

To quote the Talking Heads, " . . . you may ask yourself, well, how did I get here?"

Let's begin with the things I packed in the blue soft-sider.  I started by considering what I plan do on the trip.  For this trip, I have four days of conference proceedings (for which I will dress up) and three days of walking/sight-seeing.  I also plan to attend at least two yoga classes and have to teach Barbri in Nashville on my way home.  I next consider the climate.  I am in one place almost the whole time, and the weather is forecasted to be pretty consistent--mid-eighties (Fahrenheit) during the day and mid-fifties in the evenings.  Chances of rain are slim most days, but higher at the end of the week.  Here's what I chose to pack:

A three-piece coordinated suit set: skirt, cropped trousers, and jacket
9 shirts/blouses (6 tank tops--3 with shelf bras--and 3 wrinkle-resistant long-sleeved button-downs)
1 pair of reversible yoga shorts
1 pair of reversible dance/yoga leggings
PJs (undershirt tank top and boxers)
1 light rain jacket
1 French terrycloth embellished sweatshirt
Appropriate underwear items (gals, you can PM me for details, if you'd like)
2 extra pairs of earrings
1 necklace
1 pair of pumps
1 pair of fold-up flats
1 pair of sneakers
1 pair of flip-flops
1 traveling yoga mat

[Addendum:  I forgot to add that I also packed a printed silk scarf and a printed cotton bandana scarf!  I almost always travel with a scarf or two to accessorize outfits and make them look different when I am reusing the same basic suit pieces.]

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June 19, 2017 in Conferences, Joan Heminway, Travel | Permalink | Comments (4)

Monday, June 12, 2017

The Traveling Business Law Prof: Part I - Prepacking

It's conference season, yet again.  It seems like just yesterday that I was embarking on my June Scholarship and Teaching Tour 2016.  In fact, it was over a year ago.  My, how time flies . . . .

This year, I am doing the "City" tour for the first part of the summer season.  I have already been to Kansas City, MO (Midwest Symposium on Social Entrepreneurship), New York City, NY (Legal Issues in Social Entrepreneurship and Impact Investing: In the US and Beyond), and Salt Lake City, UT (National Business Law Scholars Conference).  Next week, I will be in Mexico City, Mexico for the Law and Society Association's International Meeting on Law and Society.  Not fitting into the "City" theme is my teaching day for Barbri in Nashville, TN and the Southeastern Association of Law Schools conference in Boca Raton, FL at the end of the summer.

Because of my travel schedule throughout the year, I often am asked about packing for my conference trips, which typically include some personal elements (e.g., touring, yoga, walking, or other exercise, etc.).  So, I decided to do a few posts on some packing tips and hacks that I use.  

Today, I focus on having a prepacked bag.  Given that I am a woman and choose to dress up for conferences, men and those who dress more casually will have to make significant modifications to my system.  Nevertheless, I hope that by sharing my conventions, I am offering something new to think about (at the very least). 

First things first: the generalities of my luggage (such as it is).  Unless I am teaching in a study abroad program (which I have not done since 2010), I pack in a soft-sided carryall and a tote large enough to fit my handbag (usually a small cross-body bag).  This combination works well for me.  (I am sure, however, that my doctor doesn't approve and would like me to use a wheelie bag, given the cervical and thoracic issues that I have in my neck and back.)  I do not like to have to lift wheelie bags into the overhead bins. The carryall lifts easily and typically fits nicely, even in the overhead bins on the small puddle-jumper planes that I sometimes must take from my beloved TYS (Knoxville's McGee-Tyson Airport). 

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June 12, 2017 in Conferences, Joan Heminway, Travel | Permalink | Comments (6)

Monday, May 29, 2017

Memorial Day Reflections: Choosing the Non-Profit Corporate Form for Organizations Helping the Families of Fallen Warriors

MemorialDayWreath

Wikipedia tells us what most (if not all) of us already knew: "Memorial Day is a federal holiday in the United States for remembering the people who died while serving in the country's armed forces."  As I have often noted in conversations and communications with friends, regardless of one's views on the appropriateness of war in general or in specific circumstances, most of us understand the importance of honoring those who have lost their lives in serving their country.  My dad, father-in-law, secretarial/administrative assistant, and many friends and students have served in the U.S. armed forces and survived the experience.  Others have not been so lucky.  I dedicate this post to all of them.

Last week, I had the pleasure of presenting at and attending a conference on Legal Issues in Social Entrepreneurship and Impact Investing—In the US and Beyond (also featuring co-blogger Anne Tucker).  My presentation was part of a panel on securities crowdfunding as impact investing.  But I attended many other presentations and participated in a lunch table talk on choosing the right entity for social enterprise and a brainstorming session on how legal education can better support social entrepreneurship and impact investing.  The conference was fabulous, and I learned a lot by listening to the great folks invited by the organizers--including others on my panel.

As I reflected on the holiday today in light of last week's conference, my thoughts turned to organizations serving the families of fallen warriors and what types of formal entity structures they had chosen.  These organizations are mission-driven and socially conscious.  They exist, at least in part, to serve society.  All of the ones I could think of or easily find in a Web search (among them Children of Fallen Patriots FoundationThat Others May Live Foundation, and Travis Manion Foundation--although I do not intend to endorse any specific organization) are organized as non-profit corporations under various state laws and qualified as exempt from federal income taxes under Section 501(c)(3) of the U.S. Internal Revenue Code.  One might ask why.  

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May 29, 2017 in Anne Tucker, Business Associations, Conferences, Joan Heminway, Nonprofits, Social Enterprise, Teaching | Permalink | Comments (0)

Monday, May 15, 2017

Creating a More Productive Space for Social Entrepreneurship - A Unique Birthday Present

Today, I am spending my birthday attending and presenting at the Fifth Annual Midwest Symposium on Social Entrepreneurship in Kansas City, Missouri.  I owe my presence here to my entrepreneurship colleagues and friends Tony Luppino (UMKC Law) and John Tyler (Kauffman Foundation).  Thanks for the awesome birthday present, guys.

There's so much I have to say about just the first day of this event.  (I also will be here and presenting tomorrow.)  The proceedings so far have been incredibly thought-provoking and instructive.  Most intriguing has been the focus around creating an ecosystem for social entrepreneurship.  Of course, law and lawyers have roles in that.  Hence, this blog post . . . .

Specifically, I want to devote today's post to the four essential action-elements necessary to generate a successful, sustained future for social entrepreneurship as posited and described by Mark Beam, Maverick in Residence at the Kauffman Foundation, in his kick-off keynote presentation this morning.  (As an aside, I will note that Mark started his talk with a brief recounting of the origin of the word "maverick," which was independently fascinating.)  Here are Mark's four elements, as I captured them in my notes (likely imperfectly), together with a bit of summary definitional commentary.  He contended that, to build a sustainable ecosystem for social entrepreneurship, we must:

  1. Redefine work (recognizing entrepreneurship as work; taking into account the power and effects of technology, but knowing it needs to serve us and the human potential)
  2. Nurture entrepreneurial ecosystems that mimic and integrate natural systems (e.g., helping people to help themselves; moving resources from the “haves” to the “have-nots”)
  3. Evolve our capacity to serve more of the entrepreneurial community through ecosystem design (referring to three megatrends outlined by Kauffman Foundation CEO Wendy Guillies--demography, geography, and technology; opening up entrepreneurship to all to increase business, start-ups employment, productivity)
  4. Tell new stories (relating anecdotes that connect us; “we create the future through the stories we tell ourselves”—visioning the future through stories)

That may not sound like much, but trust me.  The talk (beautifully delivered with amazing graphics, photography, and media content) was much better than my quick summary of the outtakes.

What Mark said made a lot of sense to me based on my related experience and work.  But I found myself thinking about the role of the lawyer in these action items.  How can lawyers--especially business lawyers--who support social enterprise help social entrepreneurship to productively move forward?

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May 15, 2017 in Conferences, Entrepreneurship, Joan Heminway, Social Enterprise | Permalink | Comments (4)

Wednesday, May 10, 2017

Call for Papers: Cambridge Handbook of Corporate Law, Corporate Governance and Sustainability

I received this call for papers and wanted to pass it on.

This Call for Papers invites contributions to the Cambridge Handbook of Corporate Law, Corporate Governance and Sustainability. Those tentatively selected to contribute will be invited to a Cambridge Handbook Symposium in Oslo on 12-14 March 2018, with draft chapters to be submitted to the editors beforehand. Participation at the Symposium is not a condition to contribute to the Handbook, but it is strongly encouraged. The Symposium is expected to enhance the quality of the contributions, reinforce the cohesive nature of the volume, and contribute to the timeliness of the manuscript.

The Handbook will be edited by Professor Beate Sjåfjell, University of Oslo, and Professor Christopher Bruner, Washington and Lee University. Final confirmation of contributions for the Handbook will be contingent on review of the chapters and will be decided by the editors. . . .

More information is available here.  In case you need a bit of encouragement to make a proposal, I will add that (in case you do not know them) the editors are well-regarded scholars in the field and also great people.

May 10, 2017 in Call for Papers, Conferences, Corporate Finance, Corporate Governance, Joan Heminway | Permalink | Comments (0)

Monday, May 8, 2017

Call for Papers - Alternative Finance and Financial Inclusion - Burgundy School of Business

Call for Papers

Financial Inclusion: A Sustainable Mission from Microfinance to Alternative Finance

Social and Technological Paradigms

ITEM 8

Dijon, France

December 7-8, 2017

CEREN, EA 7477, Burgundy School of Business - Université Bourgogne Franche-Comté

Microfinance has sought to include individuals that financial institutions exclude. The mission has been progressively widening to alternative finance, which has thrived outside of conventional financial instruments and channels.

Alternative finance takes different forms, such as angel investment, asset funding, cash flow funding, crowdfunding, crypto-currencies (Bitcoin), fair investment, fintech, slow money, pension fund investments, social impact bonds, etc. All the types have resulted from social and/or technological innovations or a mix of both. They provide significant values to customers and investors. Some of the benefits include absence of lengthy applications, low documentation, almost no collateral, minimum or no credit score requirements, high approval rates, and fast funding.

Alternative finance has also widened the base of customers. While microfinance mainly aimed at making financial services available to people at the ‘Bottom of the Pyramid’, alternative finance has gone beyond to target not only the poor, but also small enterprises, young and innovative ventures, women, minorities, individuals with no credit history, and any other audience excluded by the conventional institutions. While microfinance’s target is mainly the poor, alternative finance’s finance is the excluded.

The Burgundy School of Business will organize the 8th edition of its annual conference “Institutional and Technological Environments of Microfinance” (ITEM) on "financial inclusion" in Dijon, France on 7th and 8th December 2017.

The conference welcomes research papers, monographies, case studies, PhD research-in-progress and experiential insights on different topics and experiments of alternative finance. ITEM encourages in particular reflections on the social and technological innovations, which broaden and deepen the range of alternative finance.

The leading topic is "Financial Inclusion: A Sustainable Mission from Microfinance to Alternative Finance--Social and Technological Paradigms". However, the conference welcomes other related topics that scope out the perspective and discussion on financial inclusion.

As the preceding editions, the ITEM conference provides a forum for both academic researchers and practitioners to discuss and exchange.

Submission procedure:

Proposals: All contributions require a proposal in the first instance. A proposal is a short abstract between 300 and 500 words, containing the research objectives, methodology, findings, recommendations and up to five keywords, the full names (first name and surname, not initials), email addresses of all authors, and a postal address and telephone number for at least one contact author.

Submission period for the proposals: Up to September 15, 2017.

Acceptance of proposals: By September 30, 2017. Notifications will be sent out to relevant authors. Please indicate clearly the contact author(s) and their email address(es).

Full paper: Upon acceptance of proposal, full papers are required. The paper includes abstract, keywords, references and a text of less than 5000 words.

Due date for the full papers: Up to November 30, 2017.

Publication opportunity: Papers presented at the conference will also be considered for publication in collaborating journals.

Contacts:

Fees for registration:

  • 300 Euros for academic and professional participants and presenters
  • 250 Euros for early-bird (before October 31)
  • 100 Euros for students
  • 70 euros for early bird students (before October 31)

All are invited to complete registration and payment by November 30, 2017.
Details are also available on the ITEM 8 website.

Web site: http://item-8.blogspot.com

Special attraction: The flying club of Darois is willing to take you for an aerial trip over the historical wine region in a ULM (ultra-léger motorisé--ultra-light aircraft) for a modest fee. Depending on the number of people interested, they will fix the price.

May 8, 2017 in Call for Papers, Conferences, Corporate Finance, Crowdfunding, Joan Heminway, Web/Tech | Permalink | Comments (0)

Monday, May 1, 2017

The Criminalization of Insider Trading: Has It Gone Too Far?

A bit more than a year ago, I had the opportunity to participate in a conference on corporate criminal liability at the Stetson University College of Law.  The short papers from the conference were published in a subsequent issue of the Stetson Law Review.  This was the second time that Ellen Podgor, a friend and white collar crime scholar on the Stetson Law faculty, invited me to produce a short work on corporate criminal liability for publication in a dedicated edition of the Stetson Law Review.  (The first piece I published in the Stetson Law Review reflected on corporate personhood in the wake of the U.S. Supreme Court's Citizen's United opinion.  It has been downloaded and cited a surprising number of times.  So, I welcomed the opportunity to publish with the law review a second time.)

For the 2016 conference, I chose to focus on the reckless conduct of employees and its capacity to generate corporate criminal insider trading liability for the employer.  The abstract for the resulting paper, (Not) Holding Firms Criminally Responsible for the Reckless Insider Trading of their Employees (recently posted to SSRN), is as follows:

Criminal enforcement of the insider trading prohibitions under Section 10(b) and Rule 10b–5 is the root of corporate criminal liability for insider trading in the United States. In the wake of assertions that S.A.C. Capital Advisors, L.P. actively encouraged the unlawful use of material nonpublic information in the conduct of its business, the line between employer and employee criminal liability for insider trading becomes both tenuous and salient. An essential question emerges: when do we criminally prosecute the firm for the unlawful conduct of its employees?

The possibility that reckless employee conduct may result in the employer's willful violation of Section 10(b) and Rule 10b–5 (and, therefore, criminal liability for that employer firm) motivates this article. The article first reviews the basis for criminal enforcement of the insider trading prohibitions established in Section 10(b) and Rule 10b–5 and describes the basis and rationale for corporate criminal liability (a liability that derives from the activities of agents undertaken in the course of the firm’s business). Then, it reflects on that basis and rationale by identifying the potential for corporate criminal liability for the reckless insider trading violations of employees under Section 10(b) and Rule 10b–5, arguing against that liability, and suggesting ways to eliminate it.

I was not the only conference participant concerned about the criminal liability of an employer for the insider trading conduct of an employee.  John Anderson, who co-led an insider trading discussion group with me at the 2017 Association of American Law Schools annual meeting back in January and also enjoys exploring criminal insider trading issues, contributed his research on the overcriminalization of insider trading at the conference.  His paper, When Does Corporate Criminal Liability for Insider Trading Make Sense?, identifies the same overall problem as my article does (employer criminal liability for insider trading based on employee conduct).  However, he views both the problem and the potential solutions more broadly.  

Continue reading

May 1, 2017 in Conferences, Corporate Governance, Joan Heminway, Securities Regulation, White Collar Crime | Permalink | Comments (2)

Monday, April 24, 2017

Lawyers and Compliance: Business Entity Clients with Control Persons Who Recklessly Disobey

As a business lawyer in private practice, I found it very frustrating when the principals of business entity clients acted in contravention of my advice.  This didn't happen too often in my 15 years of practice.  But when it did, I always wondered whether I could have stopped the madness by doing something differently in my representation of the client.

Thanks to friend and Wayne State University Law School law professor Peter Henning, who often writes on insider trading and other white collar crime issues for the New York Times DealBook (see, e.g., this recent piece), I had the opportunity to revisit this issue through my research and present that research at a symposium at Wayne Law back in the fall of 2015.  The law review recently published the resulting short article, which I have posted to SSRN.  The abstract is set forth below.

Sometimes, business entity clients and their principals do not seek, accept, or heed the advice of their lawyers. In fact, sometimes, they expressly disregard a lawyer’s instructions on how to proceed. In certain cases, the client expressly rejects the lawyer’s advice. However, some business constituents who take action contrary to the advice of legal counsel may fall out of compliance incrementally over time or signal compliance and yet (paradoxically) act in a noncompliant manner. These seemingly ineffectual varieties of the lawyer/client relationship are frustrating to the lawyer.

This short article aims to explain why representatives of business entities who consider themselves law-abiding and ethical may nevertheless act in contravention of the business’s legal counsel and offers preliminary means of addressing the proffered reasons for these compliance failures. The article does not address willful noncompliance or even willful blindness. Rather, it makes observations about behavior that falls squarely into what the law typically recognizes as recklessness. An apocryphal lawyer-client story relating to insider trading compliance provides foundational context.

The exemplar story derives from things I witnessed in law practice.  Perhaps some of you also have experienced clients or business entity client principals which/who act contrary to your advice in similar ways.  Regardless, you may find this short piece of interest.

April 24, 2017 in Compliance, Conferences, Corporate Governance, Joan Heminway, Lawyering, Securities Regulation | Permalink | Comments (2)

Friday, April 14, 2017

UMKC Administrative Law Symposium - Call for Papers

CALL FOR PAPERS
Presidential Powers and Administrative Law

The UMKC Law Review is pleased to announce a call for papers relating to the executive branch’s scope of power and its impact on administrative law and the lives of real people. Selected papers will be published in the Special Topics Symposium Winter 2018 edition of the UMKC Law Review.

This symposium invites proposals for papers exploring legal and administrative issues around the authority vested in the President of the United States. The constitutional limits on executive action, ethics and accountability in government, the separation of powers, the far-reaching economic and social effects of proposed or anticipated administrative reforms, and other considerations relating to the intersection of executive and administrative authority are all topics under the umbrella of this symposium. We also welcome analysis of the interaction between the executive branch and areas of administrative concern and impact, such as the environment, healthcare, consumer protection, banking regulation, and other areas dependent on agency oversight. The recent proliferation of executive orders and new structural rules, such as the one-in, two-out regulatory policy and possible changes for the organization of the Executive Branch, make the use of executive orders another topic of interest.

Under the new administration, will established tests for judicial deference to executive agencies, such as Chevron deference and the arbitrary and capricious standard, change? Will the administration’s philosophy affect the metric for analyzing regulations’ worth? Will promises of deregulation affect how agencies approach their statutory duties? How will agencies interpret existing ethics laws and regulations? Will the Supreme Court address questions such as the Emoluments Clause, the Take Care Clause, and the Public Trust Doctrine? These questions provide examples of the broad scope of the symposium.

Issue 4 of UMKC Law Review’s 86th Volume will explore these and related topics with the goal of advancing awareness of Presidential power. Articles and essays of all lengths and papers by single authors or multiple authors are invited. Preference will be given to works between 5,000 and 25,000 words. To be accepted for publication in UMKC Law Review, articles must not have been previously published. First drafts are due August 18, 2017, and final papers are due September 1, 2017.

Proposals for papers should be submitted by May 26, 2017 to the attention of Annette Griffin (aegr86@mail.umkc.edu), Zachary Parker (zacharyjosephparker@gmail.com), and Professor Irma Russell (russelli@umkc.edu). Proposals should include the following information: *Name, title and contact information of author *Title of paper *Anticipated length as an article or essay *Abstract or brief description of the topic

Questions may be addressed to Annette Griffin (aegr86@mail.umkc.edu) or Zachary Parker (zacharyjosephparker@gmail.com).

April 14, 2017 in Call for Papers, Conferences, Joan Heminway | Permalink | Comments (0)

Monday, March 27, 2017

Proposed 2018 AALS Business Regulation Discussion Group - Heminway x Tucker Collab

Call for Participants

 

Proposed Discussion Group

A New Era for Business Regulation?

Joan MacLeod Heminway, The University of Tennessee College of Law

Anne Tucker, Georgia State University College of Law

2018 AALS Annual Meeting

San Diego, CA

January 3-6, 2018

This is a call for participants in a proposed discussion group on “A New Era for Business Regulation?” at the 2018 Association of American Law Schools (“AALS”) Annual Meeting.

In January 2017, the president signed an Executive Order on Reducing Regulation and Controlling Regulatory Costs. The order uses budgeting powers to constrict agencies and the regulatory process by requiring that two regulations must be eliminated for each new regulation adopted. The order also mandates that “the total incremental cost of all new regulations, including repealed regulations, to be finalized this year shall be no greater than zero.” While the executive order does not cover independent agencies like the Securities and Exchange Commission and the Commodity Futures Trading Commission, agencies that crafted many of the rules required by the 2010 Dodd-Frank Wall Street Reform and Consumer Protection Act, these agencies and their regulatory agendas will likely be the subject of future reform. The co-organizers of this proposal are looking for full-time faculty of AALS member or fee-paid schools to engage in a discussion at the AALS annual meeting about changes in the business regulatory environment and assess the consequences—good and bad—of regulatory reform affecting businesses. We invite participants from diverse legal backgrounds including, but not limited to, financial regulation, securities regulation, administrative law, business finance and governance, and related fields. If there is sufficient interest in this topic, the co-organizers will submit a proposal for this discussion group to the AALS before the April 13, 2017 deadline.

To indicate your interest in participating, please send an expression of interest by email to either Joan MacLeod Heminway, The University of Tennessee College of Law, at jheminwa@tennessee.edu or Anne Tucker, Georgia State University College of Law, amtucker@gsu.edu. In the subject line of your email, please include “AALS Business Regulation Discussion Group” and your last name. In the text of your email, please provide your name, contact information, and a one-paragraph summary of your interest in the topic, stating how it connects to your current or future research or teaching interests.

If the discussion group proposal is accepted by AALS, the co-organizers may conduct a call for additional proposals before notifying the final faculty members selected to participate. Participants will not be expected to have a formal paper, but will be asked to contribute a written treatment (5-10 pages) prior to the annual meeting.

March 27, 2017 in Anne Tucker, Conferences, Joan Heminway | Permalink | Comments (0)

Wednesday, March 1, 2017

Conference on Doing Business in Cuba: Legal, Ethical, and Compliance Challenges

Businesses from small farmers to cruise lines are anxiously awaiting President Trump's policy on Cuba and how/if he will rescind President Obama's Executive Orders relaxing restrictions on doing business with the island.

If you're in the South Florida area next Friday March 10th, please consider attending the timely conference on Doing Business in Cuba: Legal, Ethical, and Compliance Challenges from 8:00 am-4:30 pm at the Andreas School of Business, Barry University. The Florida Bar has granted 6.5 CLE credits, including for ethics and for certifications in Business Litigation and International Law. The Miami-Dade Commission on Ethics and Public Trust is organizing the event.

As a member of the Commission and an academic who has just completed my third article on Cuba, I'm excited to provide the opening address for the event. I'm even more excited about our speakers John Kavulich, President, U.S. Cuba Trade and Economic Council Inc;  the general counsel of Carnival Cruise Lines;  mayors of Miami Beach, Coral Gables, and Doral; director of the Miami International Airport; a number of academic experts from local universities; Commissioners Nelson Bellido and Judge Lawrence Schwartz; and outside counsel  from MDO Partners, Akerman LLP, Holland & Knight, Greenberg Traurig, Squire Patton Boggs, and Gray Robinson.

It promises to be a lively and substantive discussion.

Registration closes on Monday, March 6th. The $50 admission fee includes breakfast, lunch, and all materials. Go to ethics.miamidade.gov or call 305-579-2594 to register or for more information.  You can also leave comments below or email me at mnarine@stu.edu.

March 1, 2017 in Compliance, Conferences, Corporate Governance, Current Affairs, Law School, Lawyering, Marcia Narine Weldon, Research/Scholarhip | Permalink | Comments (0)

Monday, February 27, 2017

Social Enterprise Law Conference and Handbook

Later this week, I will head to Indiana to present at and attend a social enterprise law conference at The Law School at the University of Notre Dame.  The conference includes presentations by participating authors in the forthcoming Cambridge Handbook of Social Enterprise Law, edited by Ben Means and Joe Yockey.  The range of presentations/chapters is impressive.  Fellow BLPB editors Haskell Murray and Anne Tucker also are conference presenters and book contributors.

Interestingly (at least for me), my chapter relates to Haskell's post from last Friday.  The title of my chapter is "Financing Social Enterprise: Is the Crowd the Answer?"  Set forth below is the précis I submitted for distribution to the conference participants.

Crowdfunding is an open call for financial backing: the solicitation of funding from, and the provision of funding by, an undifferentiated, unrestricted mass of individuals (the “crowd”), commonly over the Internet. Crowdfunding in its various forms (e.g., donative, reward, presale, and securities crowdfunding) may implicate many different areas of law and intersects in the business setting with choice of entity as well as business finance (comprising funding, restructuring, and investment exit considerations, including mergers and acquisitions). In operation, crowdfunding uses technology to transform traditional fundraising processes by, among other things, increasing the base of potential funders for a business or project. The crowdfunding movement—if we can label it as such—has principally been a populist adventure in which the public at large has clamored for participation rights in markets from which they had been largely excluded.

Similarly, the current popularity of social enterprise, including the movement toward benefit corporations and the legislative adoption of other social enterprise business entities, also stems from populist roots. By focusing on a double or triple bottom line—serving social or environmental objectives as well as shareholder financial wealth—social enterprises represent a distinct approach to organizing and conducting business operations. Reacting to a perceived gap in the markets for business forms, charters, and tax benefits, social enterprise (and, in particular, benefit corporations) offer venturers business formation and operation alternatives not available in a market environment oriented narrowly around the maximization or absence of the private inurement of financial value to business owners, principals, or employees.

Perhaps it is unsurprising then, that social enterprise has been relatively quick to engage crowdfunding as a means of financing new and ongoing ventures. In addition, early data in the United States for offerings conducted under Regulation CF (promulgated under the CROWDFUND Act, Title III of the JOBS Act) indicates a relatively high incidence of securities crowdfunding by social enterprise firms. The common account of crowdfunding and social enterprise as grassroots movements striking out against structures deemed to be elitist or exclusive may underlie the use of crowdfunding by social enterprise firms in funding their operations.

Yet, social enterprise’s early-adopter status and general significance in the crowdfunding realm is understudied and undertheorized to date. This chapter offers information that aims to address in part that deficit in the literature by illuminating and commenting on the history, present experience, and future prospects of financing social enterprise through crowdfunding—especially securities crowdfunding. The chapter has a modest objective: to make salient observations about crowdfunding social enterprise initiatives the based on doctrine, policy, theory, and practice.

Specifically, to achieve this objective, the chapter begins by briefly tracing the populist-oriented foundations of the current manifestations of crowdfunding and social enterprise. Next, the chapter addresses the financing of social enterprise through crowdfunding, focusing on the relatively recent advent of securities crowdfunding (including specifically the May 2016 introduction of offerings under Regulation CF in the United States). The remainder of the chapter reflects on these foundational matters by contextualizing crowdfunded social enterprise as a part of the overall market for social enterprise finance and making related observations about litigation risk and possible impacts of securities crowdfunding on social enterprise (and vice versa).

Please let me know if you have thoughts on any of the matters I am covering in my chapter or resources to recommend in finishing writing the chapter that I may not have found.  I seem to find new articles that touch on the subject of the chapter every week.  I will have more to say on my chapter and the other chapters of the Handbook after the conference and as the book proceeds toward publication.  

February 27, 2017 in Anne Tucker, Conferences, Corporate Finance, Crowdfunding, Employment Law, Haskell Murray, Joan Heminway, Social Enterprise | Permalink | Comments (2)

Friday, February 24, 2017

CALL FOR PAPERS: THIRD BUSINESS AND HUMAN RIGHTS SCHOLARS CONFERENCE (2017)

The following comes to us from Professor Stephen Diamond, Santa Clara University School of Law.

The Santa Clara University School of Law, the Leavey School of Business at Santa Clara University, the University of Washington School of Law, the NYU Stern Center for Business and Human Rights, the Rutgers Center for Corporate Law and Governance and the Business and Human Rights Journal announce the Third Business and Human Rights Scholars Conference, to be held September 15-16, 2017 at Santa Clara University in Santa Clara, California. Conference participants will present and discuss scholarship at the intersection of business and human rights issues. Upon request, participants’ papers may be considered for publication in the Business and Human Rights Journal (BHRJ), published by Cambridge University Press.

The Conference is interdisciplinary: scholars from all disciplines are invited to apply, including law, business, human rights, and global affairs. The papers must be unpublished at the time of presentation. Each participant will present his/her own paper and be asked to comment on at least one other paper during the workshop. Participants will be expected to have read other papers and to participate actively in discussion and analysis of the various works in progress.

To apply, please submit an abstract of no more than 250 words to bhrconf@gmail.com with the subject line “Business & Human Rights Conference Proposal.” Please include your name, affiliation, contact information, and curriculum vitae. The deadline for submission is March 15, 2017. We will begin reviewing submissions on a rolling basis on March 1, 2017. Scholars whose submissions are selected for the symposium will be notified no later than April 15, 2017. Final papers will be due August 25, 2017.

February 24, 2017 in Call for Papers, Conferences, Human Rights, Stefan J. Padfield | Permalink | Comments (0)

Tuesday, February 14, 2017

National Business Law Scholars - Last Chance!

Just a quick note and final reminder about the call for papers for the National Business Law Scholars Conference.  The deadline for submissions is Friday!  The conference will be held on Thursday and Friday, June 8-9, 2017, at the University of Utah S.J. Quinney College of Law.

February 14, 2017 in Conferences, Joan Heminway | Permalink | Comments (0)

Friday, February 3, 2017

Reminder: National Business Law Scholars Conference Paper Submissions Due February 17

National Business Law Scholars Conference (NBLSC)

Thursday & Friday, June 8-9, 2017


Call for Papers

The National Business Law Scholars Conference (NBLSC) will be held on Thursday and Friday, June 8-9, 2017, at the University of Utah S.J. Quinney College of Law. 

This is the eighth meeting of the NBLSC, an annual conference that draws legal scholars from across the United States and around the world.  We welcome all scholarly submissions relating to business law. Junior scholars and those considering entering the legal academy are especially encouraged to participate. 

To submit a presentation, email Professor Eric C. Chaffee at eric.chaffee@utoledo.edu with an abstract or paper by February 17, 2017.  Please title the email “NBLSC Submission – {Your Name}.”  If you would like to attend, but not present, email Professor Chaffee with an email entitled “NBLSC Attendance.”  Please specify in your email whether you are willing to serve as a moderator.  We will respond to submissions with notifications of acceptance shortly after the deadline. We anticipate the conference schedule will be circulated in May. 

Keynote Speaker:

Lynn A. Stout, Distinguished Professor of Corporate & Business Law, Cornell Law School

Plenary Author-Meets-Reader Panel:

Selling Hope, Selling Risk: Corporations, Wall Street, and the Dilemmas of Investor Protection by Donald C. Langevoort, Thomas Aquinas Reynolds Professor of Law, Georgetown Law School

Commentators:

Jill E. Fisch, Perry Golkin Professor of Law, University of Pennsylvania Law School

Steven Davidoff Solomon, Professor of Law, University of California, Berkeley School of Law

Hillary A. Sale, Walter D. Coles Professor of Law, Washington University School of Law

Conference Organizers:

Tony Casey (The University of Chicago Law School)
Eric C. Chaffee (The University of Toledo College of Law)
Steven Davidoff Solomon (University of California, Berkeley School of Law)
Joan Heminway (The University of Tennessee College of Law)
Kristin N. Johnson (Seton Hall University School of Law)
Elizabeth Pollman (Loyola Law School, Los Angeles)
Margaret V. Sachs (University of Georgia School of Law)
Jeff Schwartz (University of Utah S.J. Quinney College of Law)


Please save the date for NBLSC 2018, which will be held Thursday and Friday, June 21-22, at the University of Georgia School of Law.

February 3, 2017 in Call for Papers, Conferences, Joan Heminway | Permalink | Comments (0)

Monday, January 30, 2017

Susilo Institute for Ethics Symposium - June 15-17 - Boston, MA

Conference information from an e-mail I recently received. 

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The second annual Susilo Symposium of the Susilo Institute for Ethics in the Global Economy will be held on June 15-17, 2017 at Boston University Questrom School of Business.

The event will feature distinguished and varied speakers, including Professor Francesca Gino of Harvard Business School, and site visits at Aeronaut Brewing, Bright Horizons, and Fenway Park, among other exciting area companies.

The Susilo Symposium will be part of a new Global Business Ethics week, which begins at Bentley University from June 12-15 for the Global Business Ethics Symposium and teaching workshop, and then will move to BU for June 15-17.

The event promises an audience of both scholars and practitioners from around the world. All seek to explore and exchange ideas in a unique and interactive forum about the role of ethics in the global economy.

This year’s Susilo Symposium follows the inaugural symposium, which was held in May 2016 in Surabaya, Indonesia. Featuring foremost business, academic, and political leaders, it reflected on “Global Business Ethics – East Meets West.”

What to Expect

The program is directed specifically toward both academics and practitioners. Our hope is that attendees will learn from each other and take away ideas and practices that they can implement immediately.

It will feature onsite visits to global corporations and the latest start-ups, from which you will learn about today’s cutting-edge responses to challenging dilemmas.

Symposium sessions will range from traditional academic paper presentations on the most recent research on global ethics, to interactive panels of faculty and practitioners discussing their shared perspectives, to active problem-solving and learning, to programs showcasing effective practices by leading corporate decision-makers.

The conference design intentionally builds in plenty of opportunities for networking among your colleagues and between academics and practitioners, including a Thursday evening social event, a Friday luncheon and Friday evening reception.

Registration & Questions

Registration is open now. If you have additional questions, please contact us by e-mail at susilo@bu.edu

January 30, 2017 in Business Associations, Business School, Conferences, Ethics, Haskell Murray | Permalink | Comments (0)

Friday, January 13, 2017

Controlling Corruption: Possibilities, Practical Suggestions & Best Practices

On Friday, I will present as part of the American Society of International Law’s two-day conference entitled Controlling Corruption: Possibilities, Practical Suggestions & Best Practices. The ASIL Conference is co-sponsored by the University of Miami School of Business Administration, the Business Ethics Program of the University of Miami School of Business Administration, UM Ethics Programs & the Arsht Initiatives, the Zicklin Center for Business Ethics Research, Wharton, University of Pennsylvania, Bentley University, and University of Richmond School of Law.

I am particularly excited for this conference because it brings law, business, and ethics professors together with practitioners from around the world. My panel includes:

Marcia Narine Weldon, St. Thomas University School of Law, “The Conflicted Gatekeeper: The Changing Role of In-House Counsel and Compliance Officers in the Age of Whistle Blowing and Anticorruption Compliance”

Todd Haugh, Kelley School of Business, Indiana University, “The Ethics of Intercorporate Behavioral Ethics”

Shirleen Chin, Institute for Environmental Security, Netherlands, “Reducing the Size of the Loopholes Caused by the Veil of Incorporation May lead to Better Transparency”

Edwin Broecker, Quarles &Brady LLP, Indiana,& Fernanda Beraldi Cummins, Inc, Indiana, “No Good Deed Goes Unpunished: Possible Unintended Consequences of Enforcing Supply Chain Transparency”

Stuart Deming, Deming PLLC, Michigan, “Internal Controls and Compliance Programs”

John W. Fanning, Kroll Compliance, “Lessons from ‘Sully’: Parallels of Flight 1549 and the Path to Compliance and Organizational Excellence”

I will discuss some of the same themes that I blogged about here last July related to how the Department of Justice Yates Memo (requiring companies to turn over culpable individuals in order to get cooperation credit) and to a lesser extent the SEC Dodd-Frank Whistleblower program may alter the delicate balance of trust in the attorney-client relationship. Additionally, I will address how President-elect Trump’s nomination of Jay Clayton may change the SEC’s FCPA enforcement priorities from pursuing companies to pursuing individuals, and how that will change corporate investigations. If you’re in Miami on Friday the 13th and Saturday the 14th, please consider attending the conference.

January 13, 2017 in Behavioral Economics, Compliance, Conferences, Corporate Governance, Corporations, Current Affairs, Ethics, International Business, Marcia Narine Weldon, Securities Regulation | Permalink | Comments (0)

Tuesday, January 10, 2017

Law and Ethics of Big Data - Call for Papers

RESEARCH COLLOQUIUM: CALL FOR PAPERS

Law and Ethics of Big Data

Hosted and Sponsored by:

The Carol and Lawrence Zicklin Center for Business Ethics Research

The Wharton School of the University of Pennsylvania

Co-Hosted by:

Virginia Tech Center for Business Intelligence Analytics

The Department of Business Law and Ethics, Kelley School of Business

Washington & Lee Law School

April 21st and 22nd 2017

at the

Wharton School of the University of Pennsylvania, Philadelphia, Pennsylvania

Abstract Submission Deadline: February 24, 2017

We are pleased to announce the research colloquium, "Law and Ethics of Big Data," at The Wharton School of the University of Pennsylvania, Philadelphia, Pennsylvania, co-hosted by Professor Philip M. Nichols, Assistant Professor Angie Raymond of Indiana University and Professor Janine Hiller of Virginia Tech.

Due to the success of this multi-year event that is in its fourth year, the colloquium will be expanded and we seek broad participation from multiple disciplines; please consider submitting research that is ready for the discussion stage. Each paper will be given detailed constructive critique. We are targeting cross-discipline opportunities for colloquium participants, and the Wharton community has expressed interest in sharing in these dialogues.

A non-inclusive list of topics that are appropriate for the colloquium include: Ethical principles for the Internet of Things, Intellectual Property and Data Intelligence, Bribery and Algorithms, Health Privacy and MHealth, Employment and Surveillance, National Security, Civil Rights, and Data, Algorithmic Discrimination, Smart Cities and Privacy, Cybersecurity and Big Data, Data Regulation. We seek a wide variety of topics that reflects the broad ecosystem created by ubiquitous data collection and use, and its effect in society.

TENTATIVE Colloquium Details:

  • The colloquium will begin at noon on April 21st and conclude at the end of the day on April 22nd 2017.
  • Approximately 50 minutes is allotted for discussion of each paper presentation; 5-10 minute author comments, and then a discussant will lead the overall discussion.
  • The manuscripts will be posted in a password protected members-only forum online.
  • Participants agree to read and be prepared to participate in discussions of all papers. Each author may be asked to lead discussion of one other submitted paper.
  • A limited number of participants will be provided with lodging, and all participants will be provided meals during the colloquium.

Submissions: To be considered, please submit an abstract of 500-1000 words to Lauretta Tomasco at tomascol@wharton.upenn.edu by February 24, 2017. Abstracts will be evaluated based upon the quality of the abstract and the topic’s fit with the theme of the colloquium and other presentations. Questions may be directed to Angie Raymond at angraymo@indiana.edu or Janine Hiller at jhiller@vt.edu. If you are interested in being a discussant, but do not have a paper to present, please send a statement of interest to the same.

Authors will be informed of the decision by March 3, 2016. If accepted, the author agrees to submit a discussion paper by April 10, 2017. While papers need not be in finished form, drafts must contain enough information and structure to facilitate a robust discussion of the topic and paper thesis. Formatting will be either APA or Bluebook. In the case of papers with multiple authors, only one author may present at the colloquium.

January 10, 2017 in Business Associations, Business School, Call for Papers, Conferences, Technology | Permalink | Comments (0)