Friday, May 20, 2016

CNM Conference Reflection

As previously mentioned, last week I presented at the Center for Nonprofit Management's Bridge to Excellence Conference. 

Below I share a few thoughts. Some of these thoughts I have shared before about other conferences, but I think they bear repeating.

  1. Value of Practitioner Conferences. As an academic, it is easy for me to stay mostly in the academic world. I do think, however, going to practitioner conferences can be quite useful. Maybe most important, these conferences can help you meet people who are in practice, especially in your local area. People I have met at practitioner conferences have served as guest speakers in my classes, provided individual advice to students, helped students find jobs, and provided ideas for blog posts and scholarship. Practitioner conferences can also be useful as they tend to address very practical problems and remind me that I want my scholarship to speak to not only academics, but also the bar, bench, and business people. Attending one practitioner conference can lead to more opportunities---other speaking engagements, board member openings, and consulting opportunities, and the like. 
  2. Check Technology Before Speaking. I learned this early in my academic career, and I found the IT person well before my talk and made sure the technology worked well. We had no issues. In other sessions, however, there were a number of technology delays and hiccups. Especially, if you plan to use a video file, make sure that the file loads and that the sounds works beforehand. One of the speakers made the mistake of mocking PowerPoint before launching her Storify presentation, which would not load at all because of Internet issues. Thankfully, you did not let that slow her down and provided an engaging presentation. Checking technology beforehand is not always possible, and IT support is not always available, but it is a rare conference that doesn't have a technology issue at some point, so I think more planning is usually appropriate. 
  3. Think-Pair-Share and Q&A. Think-Pair-Share is a well-known teaching technique that I often use in my classes. You pose a question. Allow some time for thought. Break the room into small groups to discuss. Then ask for volunteers to share thoughts. I tried this technique at the conference yesterday and thought it worked well. We did not have an incredible amount of time, so I did not allow much time for individual thought beforehand, but the audience seemed to enjoy the discussion and the thoughts shared were mostly quite useful. One benefit of this technique is that it gets the audience involved. Another benefit is that it allows the audience members to meet and talk with people they may not have had a chance to otherwise. I was able to leave a few minutes at the end of my presentation for Q&A, but not nearly as much as I would have liked. Personally, I often find the Q&A among the most valuable time, depending on the audience and the questions. I generally wish more speakers left more time for Q&A.
  4. Time Between Sessions. CNM provided significant time between sessions - always at least 20 minutes, I think. But, as always seems to happen at conferences, sessions run long, and that time gets squeezed. The networking time between sessions can be incredibly useful, and so I think  it is important to get speakers to honor the time limitations and leave a good bit of time between sessions, knowing that there will be delays. Part of the responsibility of staying on track falls on the speaker. The conference organizers can help by starting on time and providing notice when time is short. CNM did quite a good job keeping things on track, but even so, I wished for a bit more time between sessions.
  5. Vendor "Passports" and Drawings. CNM included a vendor "passport" in our materials. You got an orange sticker for each vendor you spoke to and if you filled out the passport (which had blank boxes next to vendor names) you could be entered into a drawing for excellent prizes at the end of the day. This seemed to be a good way to get attendees to engage with the vendors (who are also usually conference sponsors), and it seemed to be a good way to keep the attendees at the conference until the end of the day.  
  6. Speed Consulting. CNM had a speed consulting session where you could speak briefly with experts in finance, law, management, grant-writing, etc. I could see a session like this being used at academic conferences, where more senior faculty members would offer bits of advice to prospective professors or more junior professors. I imagine, however, that more in-depth questions would have to be scheduled for another time. It did seem to be a good time to get some very preliminary thoughts and meet experts. 
  7. Mementos. Thoughts may vary on this, but I like conferences that provide attendees and/or speakers with unique takeaway items. Some may think too much money is wasted on these trinkets, and that can be the case if the item is quite generic, but I think mementos can be a nice touch. I keep a few such items from conferences on my office shelves and they are nice reminders of the conferences. At CNM's conference, they provided little elephants, because the theme was "elephants in the room." I especially liked this gift because both of my young children are crazy about elephants and it was nice to bring them something home from work. One of my table-mates gave me her elephant so I had one for each child. 

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May 20, 2016 in Conferences, Haskell Murray, Management, Nonprofits | Permalink | Comments (0)

Wednesday, May 18, 2016

King & Spalding Web Seminar on Corporate Political Activity

Today, I received notice of a web seminar on corporate political activity to be hosted by one of my former firms, King & Spalding.

Interested readers can register for the free web seminar here.

More information, from the notice I received, is reproduced below.

------------

Election 2016: What Every Corporate Counsel Must Know About Corporate Political Activity     

Thursday, May 26, 2016, 12:30 PM – 1:30 PM ET

                In this election year, corporations and their employees will be faced with historic opportunities to engage in the political arena. Deciding whether and how to do so, however, must be made carefully and based on a thorough understanding of the relevant law. In this presentation, King & Spalding experts will address this timely and important area of the law and provide the guidance that corporate counsel need when engaging in the political process.            

May 18, 2016 in Business Associations, Conferences, Corporate Personality, Corporations, Current Affairs, Haskell Murray | Permalink | Comments (0)

Friday, May 13, 2016

The Roles of Nonprofit Board Members

Yesterday, I presented on negotiation theory and stakeholder engagement at the Center for Nonprofit Management's Bridge to Excellence Conference.

At a session after mine, I was directed to a PowerPoint entitled What Every Board Member Should Know: A Guide for Tennessee Nonprofits. The PowerPoint was authored by the Tennessee Attorney General, the Tennessee Secretary of State, and the President of the Center for Nonprofit Management. The document is rather simple, but might be useful as a primer for nonprofit board members in Tennessee.  

The conference attendees appeared to be a few hundred nonprofit practitioners and only about three or four professors, two of whom were among the presenters. After my morning presentation, I stuck around and listened to some of the other speakers and enjoyed an excellent lunch. I am a sucker for free food. 

At the conference, I was struck by how nonprofit board members were discussed by some of the speakers and attendees. One question that was posed was - "how do you deal with a board member who is not pulling his or her weight as a fundraiser?" I guess I knew that nonprofit board members were chosen, at least in part, for their ability to give or raise money, but I never really saw fundraising as a major or primary role. The blunt phrase used was "give, get, or get off." Most of my thinking has been on for-profit board members and their role in governance, so this significant focus on another role was a bit unexpected.

Another question asked was - "how do you deal with a board member that is over-involved and thinks he or she is the executive director of the nonprofit?" Again, because of my focus on for-profit boards, this question hasn't been one that surfaced for me; I am usually thinking about how to get board members more involved. In fairness, I do recognize that officers are responsible for the day-to-day running of the organization, and I could see how a board member might overstep. Thankfully, the flip-side, the problem of the under-involved board member, was also discussed.

I left the conference wondering how effective nonprofit board members will be in governing when so much emphasis is put on their fundraising role, and when they are warned to not become over-involved in the operational side of the organization. 

Board diversity was also a major topic - race and gender, and also age (there is evidently a push to get the next generation involved on nonprofit boards instead of just the "same old suspects") and skills and even personality type and political views. I didn't hear any discussion, outside of my session, on socio-economic diversity on boards, which is interesting given the communities that are often served by nonprofits, but maybe not surprising giving the role of fundraising. In my session, I did discuss the role of stakeholder boards, which I am writing on in the for-profit context, as a way to give voice to all major constituents, not just donors.      

I may reflect further on this conference in future posts as it was certainly an interesting and useful day.   

May 13, 2016 in Conferences, Corporate Governance, Haskell Murray, Nonprofits | Permalink | Comments (2)

Tuesday, May 10, 2016

Save the Date - Washington & Lee Symposium Honoring Two of Business Law's Greatest Scholars

This is just to give everyone a "heads up" on a symposium being held this fall (Friday, October 21 and Saturday, October 22) to honor Lyman Johnson and David Millon.  The symposium is being sponsored by the Washington & Lee Law Review (which will publish the papers presented), and I am thrilled to be among the invited speakers.  I will have more news on the symposium and my paper for it as the date draws nearer.  But I wanted everyone to know about this event so that folks could plan accordingly if they want to attend.  I understand Lexington, Virginia is lovely in late October . . . .  Actually, it's always been lovely when I have been up there! And the honorees and contributors are a stellar group (present company notwithstanding).  I hope to see some of you there.

May 10, 2016 in Business Associations, Conferences, Corporate Governance, Corporations, Joan Heminway, Unincorporated Entities | Permalink | Comments (0)

Friday, May 6, 2016

Institute for Law Teaching and Learning 2016 Summer Conference: Real-World Readiness

The Institute for Law Teaching and Learning 2016 summer conference is focusing on "the many ways that law schools are preparing students to enter the real world of law practice."  The conference is being held at Washburn University School of Law.  The agenda and registration information are available here.

May 6, 2016 in Conferences, Joan Heminway, Law School, Teaching | Permalink | Comments (0)

Wednesday, May 4, 2016

Keynote Speakers Announced for Emory Law Conference on Transactional Law and Skills

I am looking forward to attending and presenting at Emory University School of Law’s upcoming conference (June 10-11) focused on the art and science of teaching transactional law and skills.  I received word yesterday from Sue Payne, the Executive Director of Emory Law's Center for Transactional Law and Practice, that the keynote speakers for the conference are "the dynamic duo of Martin J. Katz and Phoenix Cai will deliver a keynote address entitled – 'Encouraging this Particular Form of (Very Fun) Madness – Roles for Deans and Faculty Members.'" The notice se sent to me on the keynote speakers offers the following information about Professors Katz and Cai and the conference as a whole:

Marty Katz is Dean and Professor of Law at the University of Denver, Sturm College of Law. Under his leadership, Denver Law developed and implemented a major strategic plan that included initiatives in experiential learning and specialization. He is a founding board member of Educating Tomorrow’s Lawyers, a national consortium of law schools that serve as leaders in the experiential education movement. Dean Katz’s recent publications include “Facilitating Better Law Teaching – Now” (Emory Law Journal) and “Understanding the Costs of Experiential Legal Education” (Journal of Experiential Learning).    

Phoenix Cai is the founding director of the Roche International Business LLM Program and Associate Professor of Law at the University of Denver, Sturm College of Law. The Roche LLM in International Business Transactions is an intensive and experiential graduate program designed to train both U.S. and foreign lawyers in private transactional law. Prior to joining Denver Law, Professor Cai was a corporate lawyer specializing in both domestic and international mergers and acquisitions, banking, finance, and securities law.

Don’t miss this opportunity to hear Dean Katz and Professor Cai share their thoughts about how deans and faculty members can promote excellence in transactional law and skills education.

For more information about the Conference, including a list of the many other esteemed presenters and the topics they will cover, go to our conference website. If you would like to register for the Conference, please go here.

I hope to see many of you there.  My presentation focuses on teaching the drafting of corporate bylaws.  I will say more on it in this space later.

May 4, 2016 in Conferences, Joan Heminway, Teaching | Permalink | Comments (0)

Wednesday, April 27, 2016

Old Dog, New Tricks: Acquiring Empirical Skills

The shimmering mirage of summer has cast its spell on me, which means I am laboring under the delusion that I will have so much more time to do the thinking, learning, and writing that I want to be doing.  My work is increasingly dependent upon statistical evaluations that others do, and occasionally involves my own work in the area.   Several years ago I attended an empirical workshop for law professors at USC (something like this) taught by Lee Epstein and Andrew Martin that was an instrumental introduction and my only formal foundation in the area.  I have the bug and want to learn more!  But I don't know the best way to go about it-- piecemeal or full immersion--or even what all is available.  I compiled my research below and share the list for interested readers.  Comments encouraged by anyone who wants to share their experience with a listed option, general advice,  or add to this meager list.

Empirical Skills Resources:

Blogs like: Andrew Gelman &  Empirical Legal Studies Blog

Introduction/Immersion Workshops like:

 

Free electronic courses:

See, e.g., Stanford Introduction to Statistics (for more information on itunes university, see this article)

Recomended text books/books

Epstein/Martin Introduction to Empirical Research

Wooldridge, Introductory Econometrics 

BOOKS

Enroll in a course at your university (audit or pursue another degree) such as basic statistics or an Econometrics course.

-Anne Tucker

April 27, 2016 in Anne Tucker, Conferences, Research/Scholarhip, Writing | Permalink | Comments (2)

Friday, April 22, 2016

Reflecting on the MALSB Conference

Last week I attended the Midwest Academy of Legal Studies (MALSB) Conference in Chicago, IL. MALSB is one of the 12 regional associations of legal studies professors in business schools that has an annual conference. The Academy of Legal Studies of Business (ALSB) is the national association and the annual national conference is similar to AALS.

Given that I started my academic career at a law school, and still attend some law school professor conferences, I notice differences between law school and business school legal studies professor conferences. While there are plenty of similarities between the conferences, I note some of the differences below.

Pedagogy Presentations. While law school professor conferences do usually address pedagogy in a few panels, the business school legal studies conferences I have attended seem to have a much stronger emphasis. For example, I think the regional and national ALSB conferences tend to have 30%+ of the presentations dedicated to pedagogy. Many of the business school legal studies conferences have master teacher competitions as well, where finalists present their teaching ideas or cases to the audience and a winner is chosen by vote. I think some of this focus on pedagogy is because a fair number of business school legal studies professors are full-time, non-tenure track instructors without research responsibilities. In any case, I generally find the pedagogy presentations quite useful and think law school professor conferences could increase their focus on the area.

Relative Lack of Subject Area Silos. Maybe the biggest difference I have noticed between law school professor conferences and business school legal studies conferences is the relative lack of subject area silos at the legal studies conferences. At most law school professor conferences I attend, I can and do spend the entire time listening to only business law (narrowly defined) presentations. I leave small and big law school conferences only having heard about business associations, corporate governance, M&A, and securities law. At MALSB I heard those presentations, but also heard talks on employment, constitutional, contract, tax, and white collar criminal law. The conference organizers try to keep the panels in generally the same subject area, but the panels bleed into other areas and there is almost never enough pure business presentations to keep you fully occupied at a legal studies conference. The relative lack of subject area silos is good and bad. It is good because the exposure to other areas can lead to new insights about your own areas, but I still attend some law school professor conferences for more focus and depth.   

Associated Journals. Most of the regional and national legal studies associations run blind, peer-reviewed law journals. In my opinion, these journals are excellent for our field and offer a nice alternative to law reviews. I've stuck with the national journals to date because a number of the regional journals do not have WestLaw or Lexis contracts yet. As I have said before, I think there is room for even more traditional peer-reviewed law journals, perhaps run by law schools or by law school associations.

Enjoyed my time at MALSB. The people and the presentations were definitely worth the trip.   

April 22, 2016 in Business School, Conferences, Haskell Murray, Law School | Permalink | Comments (4)

Thursday, April 21, 2016

Call for Papers-The New Corporatocracy and Election 2016

ClassCrits IX

The New Corporatocracy and Election 2016 

Sponsored by

Loyola University Chicago School of Law

and The Loyola University Chicago Business Law Center

 Chicago IL * October 21-22, 2016

Call For Papers and Participation 

We invite panel proposals, roundtable discussion proposals, and paper presentations that speak to this year’s theme, as well as to general ClassCrits themes.

Proposal due: May 31, 2016.

As the U.S. presidential election approaches, our 2016 conference will explore the role of corporate power in a political and economic system challenged by inequality and distrust as well as by new energy for transformative reform. 

How might a sharper understanding of corporate power shed light on the current context of inequality and distrust?  How have legal changes in corporate rights and regulation reshaped political and social as well as economic activity?  Does the contemporary corporation simply empower individual human interests, as the Supreme Court suggested in the recent Hobby Lobby decision, or do the legal rights of corporations operate to narrow, distribute, and distort human rights and interests and citizenship?  What kind of person is the contemporary corporation and what does this mean for society, government, and law?   What is missing from the prevailing legal theory of the corporation as a nexus of contracts reflecting individualized economic transactions?  How does the contemporary legal understanding of the corporation help enforce and excuse inequality and instability? What structures of race, gender, and class have been advanced or obscured by the corporatocracy?   And finally, what law reforms might best reshape the corporation?  What alternative forms of business organization might offer better opportunities for more inclusive and responsible economic coordination? And, how might insights from other disciplines, including studies on religion and mindfulness, inform and inspire alternative visions and practices of law, democracy and political economy that promote human and (planetary) thriving? 

We invite panel proposals and paper presentations that speak to this year’s theme as well as to general ClassCrits themes.  See the full call for participation for details.

 In addition, we extend a special invitation to junior scholars (i.e., graduate students or any non-tenured faculty member) to submit proposals for works in progress. A senior scholar as well as other scholars will comment upon each work in progress in a small, supportive working session. 

Proposal Submission Procedure and Deadline

Please submit your proposal by email to classcrits@gmail.com by May , 2016. Proposals should include the author’s name, institutional affiliation and contact information, the title of the paper to be presented, and an abstract of the paper to be presented of no more than 750 words.  The Conference also welcomes panel proposals.  Junior scholar submissions for works in progress should be clearly marked as “JUNIOR SCHOLAR WORK IN PROGRESS PROPOSAL.” 

April 21, 2016 in Call for Papers, Conferences | Permalink | Comments (0)

Monday, April 18, 2016

2016 Society of American Law Teachers (SALT) Teaching Conference - Call for Panels and Papers

Call for Panels and Papers


Society of American Law Teachers (SALT) Teaching Conference
in partnership with the
LatCrit-SALT Junior Faculty Development Workshop

SALTlogo

www.saltlaw.org
Friday and Saturday, September 30 and October 1, 2016
The John Marshall Law School, Chicago, Illinois

From the Classroom to the Community: Teaching and Advancing Social Justice

In 2015, law school applications hit a fifteen-year low. The drop reflects a radically changed employment market and a prevailing view that law school is no longer a sound investment. To attract qualified applicants and respond to a changing marketplace, many law schools have embraced experiential learning mandates and other “practice-ready” curricular shifts. The plunge in applications has also prompted law schools to lower admissions standards. In turn, the admission of students with below-average LSAT scores and modest college grade point averages has created new concerns about bar passage, job placement, and prospects for longterm professional success.

In this environment, the legal academy is faced with unprecedented challenges. On one hand, pressure exists to ensure that students are adequately prepared to navigate a courtroom, draft legal documents, and exhibit other “practice-ready” skills upon graduation. At the same time, law professors are urged to cover a wide spectrum of theory, rules, and doctrine to increase prospects for bar passage. In the struggle to achieve both goals, the critical need to integrate social justice teaching into the curriculum is often overlooked, rejected as extraneous, or abandoned in light of time constraints.

To the contrary, social justice teaching plays an essential role in improving legal analysis, enhancing practical skills, and cultivating professional development. Moreover, social justice teaching can help instill passion, commitment, and focus into students burdened with debt and facing an uncertain job market. Most important, as the legal marketplace contracts, access to counsel for lower- and middle-income people continues to grow -- creating a pressing need for effective and committed pro bono lawyers.

In response to new educational and professional challenges, law schools and the legal profession must join in a concerted effort to integrate social justice teaching into the classroom and expand social justice throughout the community. This conference will provide opportunities to engage in broad, substantive, and supportive discussions about the role of legal education and the legal profession in teaching students to become effective social justice advocates and the ways faculty can set an example through their own activism.

Suggested topics include, but are not limited to:

1. Innovative methods to incorporate social justice concepts into the law school curriculum.
2. Strategies to encourage students to become more engaged in academic and community activism.
3. Collaborative efforts between law schools and the legal profession to respond to the need for greater
access to legal services.
4. Techniques to help law students and new lawyers develop resilience, stamina, and “grit” to face the
enduring challenges of social justice advocacy.
5. Responses to the ever-increasing cost of legal education and its impact on social justice and access
to justice.

We welcome other related topics and encourage a variety of session formats. You may submit a proposal as an individual speaker, as a panel, or group. Whatever your topic and format, please use the required format as provided below for your proposal.

Please send your proposals to Hugh Mundy (hmundy@jmls.edu) by June 15, 2016.

Other members of the SALT Teaching Conference Committee include Margaret Barry (mbarry@vermontlaw.edu), Emily Benfer (ebenfer@luc.edu), Davida Finger (dfinger@loyno.edu), Allyson Gold (agold@luc.edu), and Aníbal Rosario Lebrón (anibal.rosario.lebron@gmail.com). Please share information about
the Teaching Conference with your colleagues, particularly new and junior faculty, who are not yet members of SALT. Visit www.saltlaw.org for additional details.

Required Format for Proposed Presentations

Please submit all proposals by using the bolded headings set forth below.

1. Title of proposed presentation

2. Presenter name and contact information

Submit contact information for each individual who will participate in the presentation; however, you must identify one person to serve as the primary contact person. The contact person is responsible for receiving and transmitting information about the SALT conference to the other members of the panel.

Contact person:

Presenter’s school (as listed in the AALS Directory) and mailing address
E-mail
Office phone number
Mobile phone number
Fax number

Other panel members (if applicable):

Presenter’s school (as listed in the AALS Directory)
E-mail

3. Summary of the proposed presentation.

The description or narrative portion of the proposal should accurately and succinctly describe the content, format, and anticipated duration of the presentation. The ideal length of the summary is approximately one page of double-spaced text.

4. Related papers or documents (if applicable).

We do not expect all submissions to include related scholarship or documents- especially at this early point in the process; however, if you have any related documents that help to support or illustrate your proposed presentation, feel free to attach them to your submission.

April 18, 2016 in Call for Papers, Conferences, Joan Heminway, Research/Scholarhip, Teaching | Permalink | Comments (0)

SAVE THE DATE: Central States Law Schools Scholarship Conference

The Central States Law Schools Association 2016 Scholarship Conference will be held on Friday, September 23 and Saturday, September 24 at the University of North Dakota School of Law in Grand Forks, ND.  

CSLSA is an organization of law schools dedicated to providing a forum for conversation and collaboration among law school academics. The CSLSA Annual Conference is an opportunity for legal scholars, especially more junior scholars, to present working papers or finished articles on any law-related topic in a relaxed and supportive setting where junior and senior scholars from various disciplines are available to comment. More mature scholars have an opportunity to test new ideas in a less formal setting than is generally available for their work. Scholars from member and nonmember schools are invited to attend. 

Registration will formally open in July. Hotel rooms are already available, and more information about the CSLSA conference can be found on our website at www.cslsa.us.

April 18, 2016 in Call for Papers, Conferences, Joan Heminway, Research/Scholarhip | Permalink | Comments (0)

Thursday, April 14, 2016

Can Consumer or Investor Pressure Make a Difference on Corporate Actions? The Carnival Conundrum

Today in my Business and Human Rights class I thought about Ann's recent post where she noted that socially responsible investor Calpers was rethinking its decision to divest from tobacco stocks. My class has recently been discussing the human rights impacts of mega sporting events and whether companies such as Rio Tinto (the medal makers), Omega (the time keepers), Coca Cola (sponsor), McDonalds (sponsor), FIFA (a nonprofit that runs worldwide soccer) and the International Olympic Committee (another corporation) are in any way complicit with state actions including the displacement of indigenous peoples in Brazil, the use of slavery in Qatar, human trafficking, and environmental degradation. I asked my students the tough question of whether they would stop eating McDonalds food or wearing Nike shoes because they were sponsors of these events. I required them to consider a number of factors to decide whether corporate sponsors should continue their relationships with FIFA and the IOC. I also asked whether the US should refuse to send athletes to compete in countries with significant human rights violations. 

Because we are in Miami, we also discussed the topic du jour, Carnival Cruise line's controversial decision to follow Cuban law, which prohibits certain Cuban-born citizens from traveling back to Cuba on sea vessels, while permitting them to return to the island by air. Here in Miami, this is big news with the Mayor calling it a human rights violation by Carnival, a County contractor. A class action lawsuit has been filed  seeking injunctive relief. This afternoon, Secretary of State John Kerry weighed in saying Carnival should not discriminate and calling upon Cuba to change its rules. 

So back to Ann's post. In an informal poll in which I told all students to assume they would cruise, only one of my Business and Human Rights students said they would definitely boycott Carnival because of its compliance with Cuban law. Many, who are foreign born, saw it as an issue of sovereignty of a foreign government. About 25% of my Civil Procedure students would boycott (note that more of them are of Cuban descent, but many of the non-Cuban students would also boycott). These numbers didn't surprise me because as I have written before, I think that consumers focus on convenience, price, and quality- or in this case, whether they really like the cruise itinerary rather than the ethics of the product or service. 

Tomorrow morning (Friday), I will be speaking on a panel with Jennifer Diaz of Diaz Trade Law, two members of the US government, and Cortney Morgan of Husch Blackwell discussing Cuba at the ABA International Law Section Spring Meeting in New York. If you're at the meeting and you read this before 9 am, pass by our session because I will be polling our audience members too. And stay tuned to the Cuba issue. I'm not sure that the Carnival case will disprove my thesis about the ineffectiveness of consumer pressure because if the Secretary of State has weighed in and the Communist Party of Cuba is already meeting next week, it's possible that change could happen that gets Carnival off the hook and the consumer clamor may have just been background noise. In the meantime, Carnival declared a 17% dividend hike earlier today and its stock was only down 11 cents in the midst of this public relations imbroglio. Notably, after hours, the stock was trading up.

April 14, 2016 in Ann Lipton, Conferences, Corporate Governance, Corporations, CSR, Current Affairs, Ethics, Financial Markets, Human Rights, International Law, Law School, Marcia Narine, Teaching | Permalink | Comments (0)

Tuesday, April 12, 2016

So Lucky (And Grateful) in So Many Ways . . . .

There are those I-need-to-pinch-myself moments in life that come along every once in a while.  I was lucky enough to have one last week.  I was invited to attend a conference and comment on two interesting draft papers written by two law faculty colleagues whose work I have long admired and who are lovely people.  And the location was Miami Beach.  Does it get any better than that for a law professor who likes the beach?  I think not.

The event was the annual conference for the Institute for Law and Economic Policy (ILEP).  The conference theme was "Vindicating Virtuous Claims."  The papers will be published in the Duke Law Journal, which co-sponsored the program. 

I will save details on the papers for later (when the papers are finalized).  But I will briefly describe each here.  The first paper on which I commented, written by Rutheford B ("Biff") Campbell (University of Kentucky College of Law), argues for federal preemption of state securities regulation governing the offer and sale of securities, since federal preemption would be more efficient.  The second paper, written by James D. ("Jim") Cox (Duke University School of Law, who was honored at the event and received the most amazing tribute from his Dean, David Levi, at the closing dinner), argues for attaching more value to the normative effects of judicial decisions arising out of indeterminate doctrine (using materiality and the business judgment rule as core examples).  I know that last part is a mouthful, but read it again, and I think you'll get it . . . .

Both papers were intellectually stimulating, and both scholars were quite engaging in their presentations.  The other invited commentators were interesting and thought-provoking.  And the day was filled overall with other interesting academic paper panels and a lively keynote lunch speaker.  Together with the panel discussion on the evolution of Rule 23 and dinner the night before, it was an action-packed, invigorating conference!

 . . . And then there was the time I spent after the conference recollecting myself (and writing student bar recommendation letters).  The weather was cooperative (downright sunny and warm), and the surroundings at the hotel (food, accommodations, etc.) were fabulous.  My Facebook friends got tired of my colorful photos and happy posts, especially since many of those folks were in locales further North and to the East in which it was cold and snowing on Saturday or Sunday.

So, I am taking this opportunity to note and celebrate my good fortune on, and to offer thanks for, being invited to the ILEP conference to comment on the forthcoming scholarly work of two great business law colleagues.  I met some fascinating, pleasant new people among the conference constituents (from the bench, bar, and academy).  And I enjoyed time on a chaise lounge.  [sigh]  But now, it's back to the reality of the final few weeks of the semester.  I wish everyone the best in pushing through.

 

April 12, 2016 in Business Associations, Conferences, Delaware, Joan Heminway, Securities Regulation | Permalink | Comments (0)

Wednesday, March 30, 2016

Fed Financial Stability Conference Call for Papers

2016 Financial Stability Conference - Innovation, Market Structure, and Financial Stability

CALL FOR PAPERS
2016 Financial Stability Conference

“Innovation, Market Structure, and Financial Stability”

The Federal Reserve Bank of Cleveland and the Office of Financial Research invite the submission of research and policy-oriented papers for the 2016 Financial Stability Conference to be held December 1-2, 2016, in Washington, D.C. The objectives of this conference are to highlight research and advance the dialogue on financial market dynamics that affect financial stability, and to disseminate recent advances in systemic risk measurement and forecasting tools that assist in macroprudential policy development and implementation.

PAPER SUBMISSION PROCEDURE

The deadline for submissions is July 31, 2016. Please send completed papers to:financial.stability.conference@clev.frb.org Notification of acceptance will be provided by September 30, 2016. Travel and accommodation expenses will be covered for one presenter for each accepted paper.

A pdf version of this call for papers is available here

 

 

March 30, 2016 in Anne Tucker, Call for Papers, Conferences, Corporations, Financial Markets | Permalink | Comments (0)

Tuesday, March 22, 2016

Microfinance and Crowdfunding

Jet lag prevented me from posting this yesterday.  (Yes, I am scheduled to be the BLPB every-Monday blogger going forward.)  But at least I am awake enough now to post a bit more on the 7th International Conference on Innovative Trends Emerging in Microfinance (ITEM 7 Conference) I attended last week in Shanghai, China.  My initial post on Wednesday provided some information on Chinese microfinance and the initial day of the conference.  This week, my post focuses on definitional questions that I have been pondering relating to my participation in this series of conferences.  Specifically, I have been sorting through the relationship between microfinance and crowdfunding.  My understanding continues to evolve as I become more familiar with the literature on and practice of microfinance internationally.

At the conference, one of the participants noted that while microfinance and crowdfunding appear to be mutually reinforcing, they still do not enjoy comfortable relations in scholarship and practice.  After weighing that statement for a moment, I had to agree.  I actually have been personally struggling with the nature of the relationship between the two for a few years now.  (I often wonder whether folks like co-blogger Haskell Murray who commonly work in the social enterprise space have this issue in talking about the relationship between social enterprise and corporate social responsibility . . . .)

Two years ago at the ITEM 5 Conference, I posited that crowdfunding could be a vehicle for microfinance.  The establishment of this point required defining both microfinance and crowdfunding--in each case, no small task.  To enable the audience to understand my observation, I used a broad definition of microfinance that focuses on financial inclusion (like the one found here).  I believed after my presentation that I had made the point well enough.

Yet, something still niggled at me after the presentation and conference were long gone.  I kept feeling as if I had inserted a square peg into a round hole.  Something was just a bit off.  Part of the issue is, no doubt, the fact that my observation was incomplete.  Microfinance is bigger than crowdfunding, and not all crowdfunding is microfinance, even under a broad definition.  So, picture a venn diagram like the one below.

VennDiagram

The red point of intersection illustrates crowdfunding's place as a means of conducting microfinance.  This leaves part of microfinance to be handled through other types of financing (e.g., microcredit).  It also leaves part of crowdfunding to other capital-raising uses.  This conception of the relatonship between microfinance and crowdfunding is undoubtedly more complete.

The importance to microfinance of the non-microfinance part of crowdfunding was confirmed at our microfinance site visit last week in Shanghai.  Our host for the visit explained, in response to my question about the relationship of microfinance to crowdfunding in China, that crowdfunding typically is seen as an alternative to, rather than a means of, microfinance in China.  He noted that equity crowdfunding is uncommon (although growing) in Chinese small business finance overall because the number of shareholders of Chinese limited liability companies is statutorily capped.    Specifically, Article 20 of the Companies Law of the People's Republic of China provides that "[a] limited liability company shall be jointly invested in and incorporated by not less than two and not more than fifty shareholders."  I made a mental "note to files" that crowdfunding might get crowded out of microfinance or other types of financing--intentionally or unintentionally--by positive regulation.

I invite any readers who are more familiar with world-wide microfinance than I to comment further on its relationship to crowdfunding.  Do I have the principal story right, in your view, based on your experience?  Can you provide examples from your work or life that help me to see new aspects of the relationship between the two?  I invite any related thoughts.

March 22, 2016 in Conferences, Corporate Finance, Crowdfunding, Haskell Murray, Joan Heminway | Permalink | Comments (0)

Wednesday, March 16, 2016

Greetings from Shanghai - Microfinance in China

ITEM7(MFIVisit-1)

Between jet lag and the comprehensive conference proceedings and activities here in Shanghai, it’s all I can do to stay awake to finish this post . . . . But I am not complaining. Shanghai is a wonderful city, and the 7th International Conference on Innovative Trends Emerging in Microfinance (ITEM 7 Conference) has been a super experience so far.

Given my sleep-deprived state, I will just share with you here today a few key outtakes from the presentations we had yesterday (at a pre-conference site visit to the largest microfinance lender in Shanghai) and earlier today (at the conference itself) on microfinance in China.  Here goes.

  • Chinese microfinance is not really microfinance, in major part. It is SME (small and medium enterprise) lending. MSE loans are loans up to  30,000,000 Yuan RMB (about $4,600,000), and the average single loan amount for MSE lending is about  5,000,000 Yuan RMB (just under $770,000).
  • Unlike those in archetypal microfinance and those involved in actual micro-credit lending transactions in many other countries, borrowers in Chinese microfinance lending (such as it is) are largely men rather than women.
  • Despite these and other marked differences between Chinese microfinance and global microfinance, Chinese microfinance data does not affect global studies of microfinance in a statistically significant way. However, Chinese microfinance data does influence study results for the East Asia and Pacific region to a statistically significant degree.

Most of this was “new news” to me, given that Chinese microfinance is not at the center of my work.  I am sure that I will know even more about it by the end of the conference tomorrow. In the mean time, however, I also enjoyed presentations today about:

  • the willingness of rural Ethiopian farmers to pay for insurance to cover the risks of their business (given by an Italian scholar, for which I was an assigned discussant);
  • a rural microfinance program in Nigeria (given by a research fellow affiliated with the Central Bank of Nigeria);
  • gender-based microfinance lending in Canada (given by a faculty member/Ph.D. student at the University of New Brunswick in Canada);
  • the utility of employing joint use of credit scoring and profit scoring in microfinance (given by a Ph.D. student currently serving as the research associate of the Microfinance Chair at the Burgundy School of Business in Dijon, France);
  • the relationship between financial and social objectives of microfinance (given by a Ph.D. student from the Centre for European Research in Microfinance at the Université de Mons in Belgium); and
  • Participants’ perceptions of two separate microlending programs in Australia, one involving no-interest microloans and the other offering matched savings (given by a Ph.D. student from the University of Queensland in Australia).

I speak tomorrow on crowdfunding intermediation and litigation risk and comment on a paper on crowdfunding and corporate governance. Fingers crossed that I can stay awake long enough to give my presentation . . . . :>)

March 16, 2016 in Conferences, Corporate Finance, Joan Heminway | Permalink | Comments (2)

Thursday, March 3, 2016

What I Learned at KCON XI

It's fun when students are interested in your scholarship.  Yesterday, one of my students engaged me to talk about my work on limited liability operating agreements as contracts.  (I have mentioned this work in class, and the student also is a regular reader of this blog, where I have referenced this work a number of times, including most prominently here.)  He began the exchange with something akin to the following question: "Why is it that we take two full semesters of contract law during the first year of law school and then all but ignore the connection of contract law to business entities once we get to Business Associations?"

I think I know what he means.  While the segregation of legal doctrine by subject matter in law schools enables instructors to focus students narrowly on a single--often new--body of law, it also tends to obscure the interconnections between and among applicable bodies of law, including connections between contract law and the law of business entities.  Admittedly (and I pointed this out to the student), the typical Business Associations course does typically address contracts at several points.  These junctures include, among others, the course segment in which sole proprietorships are distinguished from statutory forms of business entity, discussions on the nexus of contracts theory of the corporation, and dialog on the validity of shareholder agreements.

This conversation reminded me that I learned an important thing about the Restatement (Second) of Contracts at the 11th International Conference on Contracts (KCON XI) last weekend at St. Mary's University School of Law in San Antonio, Texas.  (Keep in mind as you read this that I do not teach and have never taught the 1L course on contract law.)  What did I learn?  I learned how to use the Restatement properly in assessing the existence and validity of a contract!

Specifically, I learned that the traditional elements of a legally valid contract, those that I had learned in law school (offer, acceptance, and consideration) are, under the Restatement (Second) of Contracts, non-exclusive means of qualifying an agreement as a valid contract.  Specifically, Section 17 of the Restatement provides as follows:

(1) Except as stated in Subsection (2), the formation of a contract requires a bargain in which there is a manifestation of mutual assent to the exchange and a consideration.

(2) Whether or not there is a bargain a contract may be formed under special rules applicable to formal contracts or under the rules stated in §§82-94.

The comments to Section 17 cast additional light on types of contract--including several different kinds of formal contract,--that do not need to meet the requirements of mutual assent and consideration.  Moreover, the sections of the Restatement referenced in Section 17(2) include Section 90, which helpfully provides in subsection 1 that

[a] promise which the promisor should reasonably expect to induce action or forbearance on the part of the promisee or a third person and which does induce such action or forbearance is binding if injustice can be avoided only by enforcement of the promise. The remedy granted for breach may be limited as justice requires.

I guess I knew that, but somehow I missed remembering or fully understanding it.

All of this, and much more from KCON XI, will come in handy in my future work on contracts in the business entity context, deepening and enriching points I want to make.  It's sometimes really enlightening--a scholarly "breath of fresh air"--to attend a conference of academics focused on a subject matter or scholarly tradition that is different from one's own.  I may try to do this more often.

Also, my student's point on the need to more often and more integrally show the interdisciplinary of law in the upper division classroom is not lost on me.  That's an area in which I can make immediate changes.  And with the help of my contract law brethren from KCON XI, contract law is sure to be a part of the dialogue.

March 3, 2016 in Business Associations, Conferences, Joan Heminway | Permalink | Comments (0)

Monday, February 22, 2016

University of Cincinnati College of Law │ The 29th Annual Corporate Law Center Symposium │Corporate Social Responsibility and the Modern Enterprise │ Cincinnati, OH │ March 18, 2016

I am looking forward to presenting at this conference next month. Looks like a great group of academics and practitioners.

-----------------

University of Cincinnati College of Law

The 29th Annual Corporate Law Center Symposium - Corporate Social Responsibility and the Modern Enterprise

March 18, 2016

8:45 a.m. – 3:30 p.m.

Hilton Netherland Plaza

Pavilion Ballroom

 

This event is free. CLE: 5.0 hours, pending approval.

Presented by the University of Cincinnati College of Law’s Corporate Law Center and Law Review.

Symposium materials will be available on March 14 at: law.uc.edu/corporate-law-center/2016-symposium

Please register by contacting Lori Strait: email Lori.Stait@uc.edu; fax 513-556-1236; or phone 513-556-0117

 

Introduction, 8:45 a.m.

Keynote, 9:00 a.m.

Clare Iery, The Procter & Gamble Company

Social Enterprises and Changing Legal Forms, 9:30 a.m.

Mark Loewenstein, University of Colorado Law School

William H. Clark, Jr., Drinker Biddle & Reath LLP

Haskell Murray, Belmont University College of Business

Russell Menyhart, Taft Stettinius & Hollister LLP

Sourcing Dilemmas in a Globalized World, 11:00 a.m.

Steve Slezak, University of Cincinnati College of Business

Marsha A. Dickson, University of Delaware Department of Fashion & Apparel Studies

Tianlong Hu, Renmin University of China Law School

Anita Ramasastry, University of Washington School of Law

CSR and the Closely Held Company, 1:15 p.m.

Eric Chaffee, The University of Toledo College of Law

Michael Petrucci, FirstGroup America, Inc.

Lisa Wintersheimer Michel, Keating Muething & Klekamp PLL

Sourcing From the Enterprise Perspective, 2:30 p.m.

Christopher Bedell, The David J. Joseph Company

Walter Spiegel, Standard Textile Co. Inc.

Martha Cutright Sarra, The Kroger Co.

Conclusion, 3:30 p.m.

February 22, 2016 in Business Associations, Conferences, Corporate Governance, Corporations, CSR, Ethics, Haskell Murray, Human Rights, Law School, Research/Scholarhip, Shareholders, Social Enterprise | Permalink | Comments (0)

Tuesday, January 26, 2016

2016 American Bar Association LLC Institute

At the request of Tom Rutledge, chair of the American Bar Association Section of Business Law's Committee on LLCs, Partnerships and Unincorporated Entities (that sure is a mouthful!),  I am passing on the following:

 

While the dates are still being resolved, this October, 2016, the Committee of LLCs, Partnerships and Unincorporated Entities will again be sponsoring a two-day LLC Institute in Arlington, Virginia. This program brings together more than 100 high-level practitioners and academics to review a variety of issues involving the law of unincorporated business organizations. In recent years presentations have been made by Joan Heminway, Carter Bishop, Dan Kleinberger, Colin Marks, Michelle Harner and Benjamin Means. I think each will vouch for the quality of the program.

We are actively soliciting proposals for panels. If you are working on something, or if there is something you would like to discuss before an audience that I can guarantee will be “hot”, please let me know.

Thanks.


Tom Rutledge
Thomas.rutledge@skofirm.com

 

Indeed, I can vouch for the program, at which I have presented twice.  There typically is an opportunity presented to write a short piece for Business Law Today, if you are interested.  My contribution from the 2015 LLC Institute (a real page-turner--not) can be found here.

January 26, 2016 in Conferences, Joan Heminway, LLCs, Unincorporated Entities | Permalink | Comments (1)

Sunday, January 17, 2016

Development Studies Workshop - Organized by the Banque Populaire Chair in Microfinance of the Burgundy School of Business (Dijon, France)

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Development Studies Workshop
Organized by the
Banque Populaire Chair in Microfinance of the Burgundy School of Business (Dijon, France)
In collaboration with
BG Foundation (India)
With Support from
VLCC (India)

Theme: Spirituality, Organization and Development
Dates: 28th and 29th October, 2016
Venue: Gurgaon/Delhi (India)

At a time of terrorism, war, and general confusion on human values, there is increasing concern to develop the world in a more sustainable manner. Harmony with nature, ethics, morality and even spirituality is being sought at an individual level, at an organizational level and at the macro level, while continuing the focus on development and making life worth living for all our fellow human-beings. At this juncture, more and more academics and practitioners are turning towards religion to see if some spiritual lessons can be incorporated for an enhanced work-life. At the very least, understanding the spiritual culture of different persons is important to work in global corporations. It is even more important to understand large waves of immigrants and to mentally prepare for their differences in values. The theme of this workshop is therefore relevant to promote human understanding in a globalized world.

A research workshop's primary aim is to help each other improve our papers so that we can publish in high ranked international journals and specialized books on a topic. For this, we would like to bring together a large diversity of researchers from different backgrounds to focus on a relevant and interesting theme, which is meaningful to the present moment.

Topics

While papers in any of these individual themes is welcome, papers combining two or more elements of spirituality, organization and economic development will be given preference.

Examples of possible topics combining two themes (not exclusive, not exhaustive) to spark your thoughts:

  1. Spiritual Development
    a. Yoga in the workplace
    b. Gandhism and sustainable development
    c. Organizing Ayurvedic health systems
  2. Organizational Development
    a. Organization Leadership and community development
    b. Corporate transformation through Islamic Finance
    c. Managing Conflicts through the Art of Living
  3. Economic Development
    a. Microfinance and Hinduism
    b. Confucianism and development of intellectual property rights
    c. Economics of Spiritual tourism of Christian holy places

Please send abstracts by April 15, 2016 to microfinancechair@escdijon.eu. 

Guidelines for Abstracts (150 to 300 words)

Title of the paper
Author Information: Names, designations and affiliations, current locations (city, country)
Research purpose
Theoretical Background
Research design/methodology/approach
Key results
Impact (on new research or on new practices, policies)
Value added/ Originality

Note

There will be no parallel sessions. A minimum of six and a maximum of fifteen working papers can be presented.
Abstracts will be selected based on conformity to the theme and diversity of origins.
A few people whose abstract is not accepted can opt for being discussants or participants, subject to place availability.

[more below the fold]

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January 17, 2016 in Conferences, Corporations, Joan Heminway, Religion, Research/Scholarhip | Permalink | Comments (0)