Saturday, November 22, 2014

Call for Papers - Fourth European Research Conference on Microfinance

CALL FOR PAPERS

Fourth European Research Conference on Microfinance

1-3 June 2015

Geneva School of Economics and Management, University of Geneva

Geneva, Switzerland

Access to suitable and affordable finance is a precondition for meeting basic human needs in incomes and employment, health, education, work, housing, energy, water and transport. Microfinance – and more broadly, financial inclusion – will continue to be on the research and policy agenda. 2015 will be a special occasion to question received notions about the link between access to finance and welfare. In 2015 the Millennium Development Goals will make place for the Sustainable Development Goals. A broad debate and exchange on micro, macro and policy topics in financial inclusion will advance our knowledge and ultimately improve institutional performance and policy. This applies in particular to issues of financial market organization, but also patterns, diversity and trade-offs in institutional performance, scope for fiscal instruments, impact of technology on efficiency and outreach etc.

The European Research Conference on Microfinance is a unique platform of exchange for academics involved in microfinance research. The three former conferences organized by the Centre for European Research in Microfinance (CERMI) at the Université Libre de Bruxelles in 2009, by the University of Groningen in the Netherlands in 2011 and the University of Agder in Norway in 2013 brought together  several hundred researchers, as well as practitioners interested in applied research. The upcoming Fourth Conference is organized by the University of Geneva, in cooperation with the European Microfinance Platform (www.e-mfp.eu) and in association with the University of Zurich and the Graduate Institute of Geneva. 

To provide cutting-edge insights into current research work on microfinance and financial inclusion and to enrich the conference agenda we invite papers on the following topics:

  • Client-related issues: consumer behavior, client protection, financial education, household-enterprises and entrepreneurship
  • Financial products: credit, insurance, deposits, domestic and cross-border payments
  • Non-financial services
  • Microfinance adjacencies: Millennium Development Goals
  • Institutional issues: management, governance, legal form, transformation, growth, mission drift
  • Market: monopolies, competition, alliances and cooperation, mergers and acquisitions, crowding-in and crowding-out issues
  • Funding: subsidies (smart and other), investments (public and private) in microfinance institutions
  • Policy and regulatory issues
  • Impact
  • International governance

Papers will be selected for presentation at the conference by the Scientific Committee, based on criteria of academic quality.

Members of the Scientific Committee include, amongst others: Arvind Ashta (Burgundy School of Business), Bernd Balkenhol (U Geneva), Georges Gloukoviezoff (U Bordeaux and U College Dublin), Isabelle Guerin (IRD, Cessma), Begona Gutierrez-Nieto (U Zaragoza), Malcom Harper (Cranfield School of Management), Valentina Hartarska (U Auburn, USA), Marek Hudon and Ariane Szafarz (CERMI and Solvay School of Business Brussels), Susan Johnson (U Bath), Annette Krauss (U Zürich), Marc Labie (CERMI and University of Mons), Roy Mersland (U Agder), Christoph Pausch (European Microfinance Platform Luxembourg), Trond Randoy (U Agder), Daniel Rozas (European Microfinance Platform Luxembourg), Jean Michel Servet (Graduate Institute Geneva) and Adalbert Winkler (Frankfurt School of Finance and Management), Hans Dieter Seibel (U of Cologne).

Authors are invited to submit an abstract of their paper (not exceeding 2 pages) to bernd.balkenhol@unige.ch by December 20, 2014.  

The full paper needs to be sent in by March 31, 2015.

November 22, 2014 in Call for Papers, Conferences, Corporate Finance, Entrepreneurship, International Business, Joan Heminway | Permalink | Comments (0)

Monday, November 10, 2014

Call for Crowdfunding Papers - Pisa, Italy - June 23-26, 2015

Received Saturday (edited slightly for publication here):

Dear Colleague,

Please consider submitting your work to the Track "Crowdfunding: a democratic way for financing innovative projects" @ the RnD Management Conference 2015.

The RnD Management Conference 2015 will be held in June 23-26 at Sant’Anna School of Advanced Studies in Pisa.

You can find more information on the Conference Track and on the submission process at the following link: http://www.rnd2015.sssup.it/.

I warmly apologize for cross-posting.

Best regards,

Cristina Rossi Lamastra, PhD

Associate Professor at Politecnico di Milano School of Management

Phone: 0039 0223993972

Fax: 0039 0323992710

Skype: crossi73

Web page: http://www.dig.polimi.it/index.php?id=308&tx_wfqbe_pi1[id]=52

November 10, 2014 in Call for Papers, Conferences, Corporate Finance, Entrepreneurship, Joan Heminway | Permalink | Comments (0)

Wednesday, October 8, 2014

Update: Call for Papers - ITEM 6

Call for Papers

ITEM 6 – Lyon

Microfinance: Coaching, Counting, and Crowding


The Banque Populaire Chair in Microfinance of the Burgundy School of Business (France) organizes the 6th edition of the annual conference “Institutional and Technological Environments of Microfinance” (ITEM) in March 2015 (17, 18, 19) in Lyon, France. This conference was initially programmed in Tunis, Tunisia within the campus of l’École supérieure du commerce de Tunis.

The 6th edition brings together--but is not limited to--three major issues that are shaping the sector of microfinance:  Coaching, Counting, and Crowding.

Coaching in microfinance provides training in business and soft skills (attributes enhancing an individual's interactions and self-performance) that the poor micro-entrepreneurs rarely have. Increasingly, microfinance academics and practitioners consider building the human capital of micro-entrepreneurs as a critical ingredient of moving out of poverty.

Counting and tracking the microfinance clients and prospects with information technologies not only lessen information asymmetry, but also lower the transaction cost of financial intermediation. Corollary: information technologies can open ways for offering financial services to the poor as a normal way of doing and extending normal business and accelerate their social integration. 

Crowding, based on Web 2.0 technologies, enables direct interactions between millions of lending and borrowing people. Through crowdfunding, micro and small entrepreneurs can raise the crucial funds required for their projects by a large number of individuals via social networks on the Internet. It provides an unprecedented opportunity for alleviating poverty in both developed and developing countries.

In addition to the above topics, other microfinance-related topics (such as impact measures, social governance, innovation, and sustainable development) are welcomed.

The ITEM conference provides a forum for both researchers and practitioners to discuss and exchange on financial inclusion. The conference in March 2015 seeks quantitative, qualitative, and experience-based papers from industry and academia. Case studies and Ph.D. research-in-progress are also welcomed. It encourages reflections on the potential and use of technology in microfinance in developed and developing countries.

Publication opportunity

Papers presented at the conference will also be considered for publication in partnering journals.

Submission procedure

Proposals: All contribution types require a proposal in the first instance, including: a short abstract between 300 and 500 words; up to five keywords; the full names (first name and surname, not initials) and 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 November 10, 2014.

Acceptance of proposals: By November 30, 2014. As abstract selection notifications will be sent out to relevant authors, please indicate clearly if the contact author is not the lead author.

Full paper: Only required after acceptance of abstract. Papers should not to be more than 5000 words including abstract, keywords and references.

Submission period for the full papers: Up to February 16, 2015.

Contacts:

Web site: http://item6.weebly.com

Fees: Author registration and payment must be completed by February 27, 2015.

There are special discounts available for early-bird registration, students and group bookings (3 registrations). Details will be available on the ITEM 6 website.

October 8, 2014 in Call for Papers, Corporate Finance, Corporations, Entrepreneurship, Joan Heminway | Permalink | Comments (0)

Friday, September 26, 2014

Impact Investing Legal Symposium

The below is from an e-mail I received earlier this week about an impact investment legal symposium on October 2, 2014 from 8:30 a.m. to noon (eastern):

Bingham, in conjunction with the International Transactions Clinic of the University of Michigan Law School, Aspen Network of Development Entrepreneurs (ANDE) Legal Working Group and Impact Investing Legal Working Group, is proud to present a legal symposium on Building a Legal Community of Practice to Add Still More Value to Impact Investments.

The symposium will be held at Bingham McCutchen LLP's New York offices at 339 Park Avenue or you can attend virtually by registering here.

The panelists include Deborah Burand (Michigan), Jonathan Ng (Ashoka), Keren Raz (Paul Weiss), and many others.   

September 26, 2014 in Business Associations, Conferences, Corporate Governance, Entrepreneurship, Haskell Murray, Social Enterprise | Permalink | Comments (0)

Friday, September 19, 2014

Call for Papers - 6th International Conference on Institutional and Technological Environment for Microfinance (ITEM 6)

Call for Papers

ITEM 6 – Tunis, Tunisia

Microfinance: Coaching, Counting, and Crowding


The Banque Populaire Chair in Microfinance of the Burgundy School of Business (France) and l’École supérieure du commerce de Tunis jointly organize the 6th edition of the annual conference “Institutional and Technological Environment of Microfinance” (ITEM) in March 2015 (17, 18, 19) in Tunis, Tunisia.

The 6th edition brings together–but not limited to-three major issues, which are shaping the sector of microfinance: Coaching, Counting, and Crowding.

Coaching in microfinance provides training in business and soft skills (attributes enhancing an individual's interactions and self-performance) that the poor micro-entrepreneurs rarely have. Increasingly, microfinance academics and practitioners consider building the human capital of micro-entrepreneurs a critical ingredient of moving out of poverty.

Counting and tracking the microfinance clients and prospects with the information technologies not only lessen information asymmetry, but also lower the transaction cost of financial intermediation. Corollary: information technologies can open ways for offering financial services to the poor as a normal way of doing and extending normal business, and accelerate their social integration. 

Crowding, based on the Web 2.0 technologies, enables direct interactions between millions of lending and borrowing people. Through crowdfunding, micro and small entrepreneurs can raise the crucial funds required for their projects by a large number of individuals via social networks on the Internet. It provides an unprecedented opportunity for alleviating poverty in both developed and developing countries.

In addition to the above topics, other microfinance related topics such as impact measures, social governance, innovation, and sustainable development are welcomed.

The ITEM conference provides a forum for both researchers and practitioners to discuss and exchange on financial inclusion. The conference in March 2015 seeks quantitative, qualitative and experience-based papers from industry and academia. Case studies and PhD research-in-progress are also welcomed. It encourages reflections on the potential and use of technology in microfinance in developed and developing countries.

Publication opportunity

Papers presented at the conference will also be considered for publication in partnering journals.

Submission procedure

Proposals: All contribution types require a proposal in the first instance, including a short abstract between 300 and 500 words, 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 November 10, 2014.

Acceptance of proposals: By November 30, 2014. As abstract selection notifications will be sent out to relevant authors, please indicate clearly if the contact author is not the lead author.

Full paper: Only required after acceptance of abstract. Papers should not to be more than 5000 words including abstract, keywords and references.

Submission period for the full papers: Up to February 16, 2015.

Contacts:

  • ITEM6@escdijon.eu
  • Djamchid ASSADI: Djamchid.Assadi@escdijon.eu
  • Maaouia BEN NASR: Maouia.Ben-Nasr@escdijon.eu

Web site: http://item6.weebly.com

Fees: Author registration and payment must be completed by February 27, 2015.

There are special discounts available for early-bird registration, students and group bookings (3 registrations). Details will be available on the ITEM 6 website.

+++++

[Ed. Note:  I participated in ITEM 5 last year.  The conference was very worthwhile and attracted a diverse group of scholars and others (in industry) from a number of countries (not the usual suspects, in many cases).  We took a field trip to a local microfinance lender on the first day of the conference (as part of the event), which was incredibly enlightening.  I am looking at funding opportunities to enable me to attend the 2015 conference as well.]

September 19, 2014 in Call for Papers, Conferences, Corporate Finance, Entrepreneurship, Joan Heminway | Permalink | Comments (0)

Thursday, September 11, 2014

A Trip to the Bakken: Day 4

Today started in Williston, ND, and we then went to Mountrail County.  We vistied Tioga and Stanley, then headed south through New Town and Killdeer on the way back to Dickinson, where we stay tonight before flying out tomorrow morning (ridiculously early, I might add). 

We started the day at Williston State College, where we learned about the TrainND program and other degree programs.  TrainND works with companies to do OSHA and other safety training, and trained more than 16,000 people last, the vast majority of whom were employed.  The College also offers degree programs for those seeking to be Lease Operators and PLC-trained operators. Interesting for academics, the college had 38% turnover last summer.  The college has invested in campus housing for faculty, which can be part of the incentive package to bring people.  Apartments run from $2600/mo for 1 and 2 BR options, with home rentals over $3K.  Seventy percent of new faculty hires are moving into the new campus housing apartments (which looked nice from the outside). Just like the industry, the college is "catching up" with the whole thing. 

We saw more densely packed well sites, such at this 9-pack (nine wells on one well pad).  This is an advantage of hydraulic fracturing, in that one well pad can handle multiple wells, which leads to less land impact per well.   9pack

We also saw major traffic, including long lines of traffic coming over the
BridgetrafficFour Bears Bridge at Lake Sakakawea.   LakeWe didn't have a terrible time driving, and it was not the horror story that has been repeated at times, but it was striking to have open rolling hills with very few signs of people, other than wells, flares, and trucks. 

  Flare2

We saw two natural gas faciltities, aswell, today, which is encourging, as it's important to have facilities to take the natural gas that's coming out of the ground along with the oil.  

Also of interest was a waste water facility, which is critical to better oil production.  I have written many times that the biggest concern about hydraulic fracturing in not the fracking or drilling process; it's surface concerns about spills of things like the waste water coming back up the well.  (Drilling matters, too, but protecting ground water in that context is about good well casings, and the concerns are largely the same as conventional drilling.)  
WasteacctpedSuch facilities are important, as they have helped vastly reduce the use of impoundment pits used for waste water in the early Bakken experience.  

I heard for at least the third time today that the EPA is the biggest risk the industry faces. I continue to believe this is a red herring.  That is, the biggest risk the industry faces is a major disaster from careless activities.  It seems that many of the biggest concerns on that front are being handled well in North Dakota (better, in my sense, than in the Marcellus Shale).  It's not to say everything is right, but there does seem to be a commitment to getting the process done well. Economic incentives are largely aligned with that goal, too.  

The one thing that concerns me here, conceptually, is that people don't seem that concerned about water safety.  I know most of the industry is working hard to keep things clean, but a bad chemical spill, oil spill, or waste water spill in the lake (picture above) could be disastrous.  It's not that I have seen anything specific that makes me worry about the lake. I didn't.  It's just that I'd prefer to hear, "We're worried about water contamination,  but we're doing our best to prevent it."  Instead, " I have have heard repeatedly, "Water issues aren't really a concern." I think that means that major issues haven't arisen, and not that people don't care, but that doesn't mean issue can't or won't arise. 

Finally, as to the EPA, I don't think the EPA is poised to do much to slow hydraulic fracturing in oil country.  And I don't think they should. That said, a major disaster would open the door to EPA or other federal action. Such a disaster would invite a shut down, and I know the industry doesn't want that.  If the industry continues to improve, as it has since 2007, major disasters should be avoided. Here's hoping industry, regulators, and the people of the region continue to improve safety so that the benefits of heavy oil production increasingly outweigh the downsides. It can be done, and I sincerely hope it is.

September 11, 2014 in Current Affairs, Entrepreneurship, Joshua P. Fershee, Teaching | Permalink | Comments (0)

Wednesday, September 10, 2014

A Trip to the Bakken: Day 3

We covered a lot of ground today, driving up from Medora, ND, to Williston, ND, through Watford City.  The traffic was not terrible for us, though the truck traffic and the road construction was slow going for a while.  We're told we missed the worst of the traffic because our timing was good. It still felt like big city traffic in what is not a big city.  Traffic

Watford City has been a prime example of a place where the oil boom has caused significant growing pains. A recent article in The Atlantic asked, What If Your Small Town Suddenly Got Huge?, and explained: 

The Bakken oil boom has brought rapid growth to many towns and cities in western North Dakota, including Williston, north of the Missouri River, and Dickinson, alongside Interstate 94. But Watford City, where the population has jumped from just 1,400 people six years ago to more than 10,000 today, has experienced a particularly dramatic shift in character. 

There is dirt being moved everywhere: for roads, for housing, and, of course, for oil.  Driving this region you see very few homes, rolling hills, a few small buttes, and some abandoned farm homes. Oil wells blend in surprisingly well in many spots, as the sites are often small, and they look like small farms, without the farm house or barn.  The colors of the sites blend in with the landscape, and are often easy to miss if they are far from the road, other than the flicker (and sometimes blaze) of flared natural gas that comes up with the oil and has no where else to go.   Notfarm

It continues to be striking to me that here in oil country, that gas is burned rather than saved, when back in West Virginia and the rest of the Marcellus Shale play (and in Texas's Barnett Shale), millions of dollars are spent per well to pull that exact commondity from the ground.  Efforts to gather the gas here in North Dakota are underway, but it's not an easy undertaking.  There is little immediate need here for natural gas, as there is abundant electricity already available because of lignite coal, and even some wind and hydro power in the state. The crew camp we visited on Tuesday is completely electric (no natural gas)-- even for heat, because the prices are so low.  

Later in the day discussed traffic issues in the area with the state Department of Transportation, landowner issues with a landowner group, and air and water quality with a state health department official. I plan to write more on each of these issues in the next few weeks, so for now I'll just note that, as you'd expect, traffic is bad; landowners without mineral rights are sometimes not happy; and the health department has some challenges.

We also had the chance to speak with a geologist in the area, who explained the basics of the formation and how it works. It was interesting, but I'll leave that to the geology folks, as there are plenty of sources discussing that (PDF). The thing I wanted to note now was her explanation of the North Dakota's library of core samples. A recent Bismarck Tribune article explains:

In the early 1950s when the oil activity began, then-North Dakota State Geologist Wilson M. Laird, Ph.D., went to the legislature and lobbied to preserve the rocks of the producing zones and store them into a library. They bought Laird's concept, created a law based on the Model Act drafted by the Legal Committee of the Interstate Oil Compact Commission and the archives began.

This collection of rocks may be the most valuable rocks on the planet as they hold the secrets to the Bakken. Those secrets are being unlocked everyday as new technologies are created in response to the publicly-owned core samples of North Dakota.

Some states have adopted similar libraries, some have not. Looking across state lines at Montana where the Bakken crude also roams underfoot, less production is occurring. According to many in the industry, the historical shared data within the Wilson Laird library is one of the key reasons.

"In 2013, industry and academia examined 79,000 feet of core, an all-time record in the core library." Ed Burns, North Dakota State Geologist said. "More specifically, we had 28 companies and nine separate universities use the library."

In the past sharing data was not as common due to the large amounts of information, intellectually property rights and competition. North Dakota was the exception to that rule.

Apparently core samples are required about every 30 feet (horizontally or vertically) once the well gets below 8,000 feet vertically. (There are some exceptions when things get going quickly, but even then samples are needed about every 90 feet.) Because so much of North Dakota's information is publicly available, this information can help companies figure out what to look for in the drilling process, which can help maxmize production from wells. 

This kind of forced data sharing is rather remarkable in that it's not something we usually see among competitors.  That said, in an industry with a depleteable resource where virtually every state has a law outlawing "waste," it does makes some sense.  See, e.g., the North Dakota Century Code: 

43-02-03-06. Waste prohibited. All operators, contractors, drillers, carriers, gas distributors, service companies, pipe pulling and salvaging contractors, or other persons shall at all times conduct their operations in the drilling, equipping, operating, producing, plugging, and site reclamation of oil and gas wells in a manner that will prevent waste.

The industry would be well served to share such information and show a similar commitment to avoiding waste in all aspects of the process (not just oil and gas).  We'd probably see less water use, better environmental protection, and faster clean up where things go wrong.  There's some indication that at least the best of the industry are doing so, and I sincerely hope that continues. Stay tuned for Day 4.  

September 10, 2014 in Current Affairs, Entrepreneurship, Ethics, Joshua P. Fershee, Travel | Permalink | Comments (0)

Tuesday, September 9, 2014

A Trip to the Bakken: Day 2

This experience has been rather remarkable, and I'm only two days in to the trip.  We covered a lot of miles today, and not all of it was related to the oil and gas business. I started the day with a run, at a misty 43 degrees, after a high of 85 yesterday.  This is not relevant, other than to saw I was a bit cold this morning.  

 Target Logistics Dunn County Lodge

A few visits of interest today: First:  Target Logistics Dunn County Lodge, which is a crew camp site.  These are often know as "man camps." They prefer "workforce housing." I'll stick with crew camps. 

It was was an impressive site for quickly built housing. The facility provides housing that does not take away from the local community, and deals with parking, water, and utility issues, as well as other resource issues.  The site has about 600 beds, and costs about $8-$10 million to build. They plan about a 20-month payoff for the build, which they met. Impressive. 

Prices are geared to be market competitive. The average is about $120 per night, which includes all food and utilities, though companies negotiate their own deals.  The people who work in the area tend to be transient -- two weeks on two weeks off. People who do hydraulic fracturing tend to do two weeks on, on week off.  Construction people do four weeks on, two weeks off. The people who service the facility (and are also not locals, because the market is tight) work six weeks on two weeks off, and they pay their own travel.  

There are mostly men on the site, but women are there.  They have their own rooms or share rooms with other women with a "jill and jill" bathroom share. People generally work within 45 miles or they find other facilities.  The site is zero tolerance -- no alcohol, no firearms, no visitors. The have on-site workout facilities, laundry, and food service.  It's clean, well organized, and safe.  It's the Cadillac of temporary housing.  And I'd try very hard not to ever, ever live there.  While I admit, it's better than some of my college housing, it lacks the sense of free will I had then. 

Bakken Oil Express

Next was a trip to Bakken Oil Express, an oil shipping facility.  It was impressive in its organization and its operation.  It was big, with oil tanks, a rail yard, and lots of trucks.  Oil there moves by unit train, which is 104 cars.  The site has several tanks, and they can store 640k gallons of oil.  Tanks are generally 90k or 105k gallons.  An average truck brings 225 barrels of oil. It takes 17 to 18 hours to load a train, and the site loads about 1.5 trains per day. That is about 685 gallons per car. 

A diesel refinery is supposed to come on line on the site to serve the region, which is expected in December.  The site has about 75 employees, with salaries at $27/hour and up.

The site is  working to upgrade safety, including fire suppression, which it doesn't have now. They are building foaming pipes to help if they have a problem. Right now, the plan in case of fire is to ship out what's possible, and let it burn out. 

Theodore Roosevelt National Park 

This is a park you should see. I think I'd say that of all national parks, but I love this one.  The park is facing several challenges.  This includes protecting the "sound scape and sense of solitude," that made Teddy Roosevelt love the place so much. This is a challenge for a park that has major highways running through it and major mineral operations being sought in the nearby land parcels.

The park has done well working with companies, who have responded well to requests to keep noise and other issues away from the park when issues have been raised.  Bakken flaring (or natural gas) has been an issue, too, and the park is working to preserve the night sky.  The area has had (and continues to have ) amazing view of the stars and the night sky, and flaring can cause haze and horizon light that makes the sky less amazing.  They are working on it.  

There is no drilling in the park, but drilling near has impacts, too.  So far, industry, the park, and the community have done well to minimize impacts.  

Tomorrow, we visit more communities, which are widely known to have had even larger impacts than what I have seen so far. The oil boom has been good for the region in many ways, but it's been hard, too.  We're about to get a sense of how hard.  

September 9, 2014 in Current Affairs, Entrepreneurship, Jobs, Joshua P. Fershee | Permalink | Comments (2)

Wednesday, September 3, 2014

The March of the Benefit Corporation: Next Up, West Virginia (PART II)

(Note:  This is a cross-posted multiple part series from WVU Law Prof. Josh Fershee from the Business Law Prof Blog and Prof. Elaine Waterhouse Wilson from the Nonprofit Law Prof Blog, who combined forces to evaluate benefit corporations from both the nonprofit and the for-profit sides.  The previous installment can be found here (NLPB) and here (BLPB).)

What It Is:   So now that we’ve told you (in Part I) what the benefit corporation isn’t, we should probably tell you what it is.  The West Virginia statute is based on Model Benefit Corporation Legislation, which (according to B Lab’s website) was drafted originally by Bill Clark from Drinker, Biddle, & Reath LLP.  The statute, a copy of which can be found, not surprisingly, at B Lab’s website, “has evolved based on comments from corporate attorneys in the states in which the legislation has been passed or introduced.”  B Lab specifically states that part of its mission is to pass legislation, such as benefit corporation statutes.

As stated by the drafter’s “White Paper, The Need and Rationale for the Benefit Corporation: Why It is the Legal Form that Best Addresses the Needs of Social Entrepreneurs, Investors, and, Ultimately, the Public” (PDF here), the benefit corporation was designed to be “a new type of corporate legal entity.”  Despite this claim, it’s likely that the entity should be looked at as a modified version of traditional corporation rather than at a new entity. 

To read the rest of the post, please click below. 

Continue reading

September 3, 2014 in Business Associations, Corporate Governance, Corporations, Entrepreneurship, Joshua P. Fershee, LLCs, Social Enterprise | Permalink | Comments (1)

Tuesday, August 26, 2014

The March of the Benefit Corporation: Next Up, West Virginia (Cross Post)

West Virginia is the latest jurisdiction to adopt benefit corporations – the text of our legislation can be found here.   As with all benefit corporation legislation, the thrust of West Virginia’s statute is to provide a different standard of conduct for the directors of an otherwise for-profit corporation that holds itself out as being formed, at least in part, for a public benefit.  (Current and pending state legislation for benefit corporations can be found here.)

As WVU Law has two members of the ProfBlog family in its ranks (Prof. Josh Fershee (on the Business Law Prof Blog) and Prof. Elaine Waterhouse Wilson (on the Nonprofit Law Prof Blog)), we combined forces to evaluate benefit corporations from both the nonprofit and the for-profit sides.  For those of you on the Business Prof blog, some of the information to come on the Business Judgment Rule may be old hat; similarly, the tax discussion for those on the Nonprofit Blog will probably not be earth-shaking.  Hopefully, this series will address something you didn’t know from the other side of the discussion!

Part I: The Benefit Corporation: What It’s Not:  Before going into the details of West Virginia’s legislation (which is similar to statutes in other jurisdictions), however, a little background and clarification is in order for those new to the social enterprise world.  A benefit corporation is different than a B Corporation (or B Corp).  B Lab, which states that it is a “501(c)(3) nonprofit” on its website, essentially evaluates business entities in order to brand them as “Certified B Corps.” 

It wants to be the Good Housekeeping seal of approval for social enterprise organizations.  In order to be a Certified B Corp, organizations must pass performance and legal requirements that demonstrate that it meets certain standards regarding “social and environmental performance, accountability, and transparency.” Thus, a business organized as a benefit corporation could seek certification by B Lab as a B Corp, but a business is not automatically a B Corp because it’s a state-sanctioned benefit corporation – nor is it necessary to be a benefit corporation to be certified by B Labs.  

In fact, it’s not even necessary to be a corporation to be one of the 1000+ Certified B Corps by B Lab. As Haskell Murray has explained,

I have told a number of folks at B Lab that "certified B corporation" is an inappropriate name, given that they certify limited liability companies, among other entity types, but they do not seem bothered by that technicality.  I am guessing my fellow blogger Professor Josh Fershee would share my concern. [He was right.]

A benefit corporation is similar to, although different from, the low-profit limited liability company (or L3C), which West Virginia has not yet adopted. (An interesting side note: North Carolina abolished its 2010 L3C law as of January 1, 2014.)  The primary difference, of course, is that a benefit corporation is a corporation and an L3C is a limited liability company.  As both the benefit corporation and the L3C are generally not going to be tax-exempt for federal income tax purposes, the state law distinction makes a pretty big difference to the IRS.  The benefit corporation is presumably going to be taxed as a C Corporation, unless it qualifies and makes the election to be an S Corp (and there’s nothing in the legislation that leads us to believe that it couldn’t qualify as an S Corp as a matter of law).   By contrast, the L3C, by default will be taxed as a partnership, although again we see nothing that would prevent it from checking the box to be treated as a C Corp (and even then making an S election).   The choice of entity determination presumably would be made, in part, based upon the planning needs of the individual equity holders and the potential for venture capital or an IPO in the future (both very for-profit type considerations, by the way).  The benefit corporation and the L3C also approach the issue of social enterprise in a very different way, which raises serious operational issues – but more on that later. 

Finally, let’s be clear – a benefit corporation is not a nonprofit corporation.  A benefit corporation is organized at least, in some part, to profit to its owners.  The “nondistribution constraint” famously identified by Prof. Henry Hansmann (The Role of Nonprofit Enterprise, 89 Yale Law Journal 5 (1980), p. 835, 838 – JSTOR link here) as the hallmark of a nonprofit entity does not apply to the benefit corporation.  Rather, the shareholders of a benefit corporation intend to get something out of the entity other than warm and fuzzy do-gooder feelings – and that something usually involves cash.

In the next installments:

Part II – The Benefit Corporation: What It Is.

Part III – So Why Bother?  Isn’t the Business Judgment Rule Alive and Well?

Part IV – So Why Bother, Redux? Maybe It’s a Tax Thing?

Part V - Random Thoughts and Conclusions

EWW & JPF

August 26, 2014 in Business Associations, Corporations, Entrepreneurship, Joshua P. Fershee, LLCs, Social Enterprise | Permalink | Comments (2) | TrackBack (0)

Monday, August 25, 2014

Sex, Lies, and . . . Crowdfunding

This follows on Ann's post yesterday on Gender and Crowdfunding.  Ann, so glad you've joined me and Steve Bradford as securities crowdfunding watchers!  Delighted to have you in that informal, somewhat disgruntled "club."

I have been interested in whether securities crowdfunding will democratize business finance.  (I note here that Steve Bradford's comment to Ann's post raises the broader question of crowdfunding's ability to better engage underrepresented populations in general.)  My interest has, however, been more on the investor (backer) side of the crowdfunding equation than on the business (entrepreneur) side.  

As Ann notes, given the delay in the Securities and Exchange Commission (SEC) rulemaking under Title III of the Jumpstart Our Business Startups (JOBS) Act, the information on gender and crowdfunding that we have so far comes from other types of crowdfunding.  This information may or may not map well to markets in securities crowdfunding.  But it's still worth reviewing the information that we do have.

Continue reading

August 25, 2014 in Ann Lipton, C. Steven Bradford, Entrepreneurship, Joan Heminway, Securities Regulation | Permalink | Comments (1)

Monday, August 18, 2014

The North Dakota Economic Boom--From the Inside

I have read about the economic boom in North Dakota. The state has the highest economic growth rate and the lowest unemployment rate in the nation, primarily due to energy production using hydraulic fracking. But I didn’t really appreciate the statistics until I recently had an opportunity to see what that boom looks like “on the ground.”

Last week, my wife and I went to western North Dakota, the heart of the fracking industry, to backpack in Theodore Roosevelt National Park. When we weren’t backpacking, we got a chance to see the North Dakota economy first-hand. What we saw amazed us:

  • Motels in remote places like Dickinson and Watford City charging more than $200 a night. Not four-star hotels. Chains like AmericInn and La Quinta. And these are not prime tourist locations. Look for Watford City on a map; it’s in the middle of nowhere. (No disrespect intended to any North Dakota readers, but you have to admit that, but for the fracking boom, Watford City is not prime real estate.)
  • Temporary housing everywhere. One reason the hotel rates were high is that many of them are housing workers on a permanent basis. There is a serious housing shortage. We saw literally dozens of mobile home encampments, and apartment rents have skyrocketed.
  • Jobs begging for workers. Almost every business we visited had some sort of “jobs available” sign. We saw a sign at one hotel offering bonuses of $500 to $1000 for housekeepers.
  • Immigration. Not surprisingly, the low unemployment rate, the relatively high pay, and the available jobs have drawn people from outside the state. Many of the people we talked to were not natives and their time in the state was typically measured in months, and sometimes just weeks.
  • Construction everywhere—motels, apartment complexes, grocery stores, strip malls, and roads.
  • Thriving businesses. We visited a large grocery store in Watford City, a small town of a few thousand people. Although we were there at early afternoon on a Monday, we were surprised to see every check stand open, with three or four carts lined up for each checker. We asked a local why the store was so busy on a weekday afternoon and he told us it was always that busy.
  • Traffic, traffic, traffic. Because of the boom, the infrastructure has not always kept up with the economy. The roads in western North Dakota were packed with oil trucks, pickups, and almost every kind of business vehicle imaginable. At one rural highway intersection in the middle of the fracking area, we waited almost 20 minutes to get through the light.

It’s one thing to read about the boom; it’s another thing entirely to see it.

I don’t know what the effect of all this has been on business lawyers in North Dakota, but my guess is their practices are booming. Someone has to draft all the leases and employment contracts, and at least some of that work is being done within the state. And I suspect there’s a big boom for criminal lawyers as well. As one local told us, there’s a lot of testosterone (most of the oil workers are male) and a lot of liquor, and that’s not a good combination.


August 18, 2014 in C. Steven Bradford, Current Affairs, Entrepreneurship | Permalink | Comments (2)

Thursday, August 14, 2014

How I Try to Make Business Associations Less Terrifying for the “Suits” Crowd

A brief ten-question survey is one of the most effective tools I have used in my three years as an academic. I first used one when teaching professional responsibility and then used it for my employment law, corporate governance seminar, and business associations courses. I’m using it for the first time with my civil procedure students. I count class participation in all of my classes for a portion of their grade, and responding to the survey link by the first day of class is their first “A” or first “F” of the semester.

I use survey monkey but other services would work as well. The survey serves a number of uses. First, I will get an idea of how many students actually read my emails before next Tuesday’s first day of class—interestingly as of Thursday morning, 62% of my incoming 1Ls have completed their survey, while 42% of the BA students have done theirs. Second, my BA students work in mini law firms for a number of drafting exercises and simulations. The students can pick their own firms, but I designate a “financial expert” to each firm based upon the survey responses. I remind them that they should never leave the classroom thinking they are “experts” in the real world-- they are just experts compared to the "terrified." I use this tactic to avoid having all of the MBAs and bitcoin owners (yes, I had some last year) sit together and unintentionally intimidate the other firms with their perceived advantage.

Third, I get an idea of how students have learned about business prior to BA and what news sources they use. Fourth, I tailor my remarks and hypotheticals (when appropriate) to reach the litigators or those who plan to specialize in nontransactional work. I want them to know how BA will relate to the practice areas they think they will enter. I tell them on the first day that I went to Columbia for college because it didn’t have a math requirement and I planned to do public interest work, went to law school because the LSAT was the only graduate school entrance exam that had no math on it (ok- my professor Jack Greenberg at Columbia also said I should go). I tell them that I became a litigator to avoid business and spent my first years as a non-corporate person having to learn about FASB and the definition of a "security" because I was a big-firm commercial litigator. I tell them that when I went in-house I had to take accounting for lawyers and although I don’t love the accounting, we will discuss some basics because they never know where they will end up. Many of them mat even represent entrepreneurs. My first day speech is meant to reach the 79% of my students (as of this morning) who say they want to be litigators.

Finally, I feel as though I’m not walking in on the first day completely ignorant of my students. I often use the names or storylines from popular shows or movies in class when I can. The show Suits, by the way, is the runaway favorite for my 1Ls and I know my BA students watch it as well. My BA survey questions are below. If you are interested in seeing my Civ Pro questions, email me at mnarine@stu.edu.

1. Please enter your first and last name. If your name is hard to pronounce, please provide a phonetic spelling as well (rhymes with ___ or NUH-RHINE for Narine). 

2. Have you had any experience working in a legal setting (firm, court, agency, clinic, other) BEFORE coming to law school or DURING law school? Please answer yes or no and then describe the experience if you answered "yes".

 a) Yes- please complete comment box

 b) No

Other (please specify) 

3. Which type of practice appeals to you more?

 a) Planning (e.g. transactional)

 b) Dispute resolution (e.g. litigation)

 c) I do not plan to practice law after graduation

Other (please specify) 

4. Have you or a close family member ever owned a business?

 Yes, and I have been completely involved in management and/or business discussions

 Yes, and I have been somewhat or occasionally involved in management and/or business discussions

 Yes, but I have had no involvement in management and/or business discussions

 No

5. Do you own any stocks, bonds, other types of securities (individually or through a mutual fund or trust) or bitcoin?

 Yes

 No

6. Choose up to THREE fields of law in which you would most prefer to practice

 a) bankruptcy

 b) civil rights/constitutional law

 c) corporate and securities law (including business planning)

 d) criminal law (prosecution)

 e) criminal law (defense)

 f) labor and employment law

 g) trusts and estates

 h) family law

 i) health law

 j) immigration

 k) intellectual property

 l) real estate/land use

 m) litigation (plaintiff side)

 n) litigation (defense side)

 o) sports and entertainment

 p) tax

 q) other, please describe

Other (please specify) 

7. Do you have an MBA, business, finance, accounting, or economics degree?

Yes

No

8. Do you read any business related newspapers, magazines or blogs? Do you watch any business-related television shows or listen to podcasts or radio shows? If so, please name them.

9. Other than to pass the class, what are your learning goals for this course? Are there particular topics that interest or frighten you?

10. Please describe your level of familiarity with business, finance and/or accounting.

 I am an expert and could teach this class

 I have some experience, but could use a refresher

 I have no experience, but am willing to learn

 I am completely terrified

My goals this year: help my students think like business people so that they can add value, help them pass the bar, and most important, help them realize that business isn't so terrifying. Now I just have to get my Civ Pro students to realize that the show Franklin and Bash is probably not the best way to learn about legal practice.

 

August 14, 2014 in Business Associations, Corporate Governance, Corporations, Current Affairs, Entrepreneurship, Law School, Marcia Narine, Securities Regulation, Teaching, Television | Permalink | Comments (3)

Monday, August 4, 2014

The new face of legal services (and education)?

The New York Times spotlighted Michigan State's Reinvent Law Laboratory and Entrepreneurial Startup Competition in this article.

"[P]ushing its students to understand business and technology so that they can advise entrepreneurs in coming fields. The school wants them to think of themselves as potential founders of start-ups as well, and to operate fluidly in a legal environment that is being transformed by technology."

The article also highlights University of Colorado's Tech Lawyer Accelerator.

Fascinating stuff.  What is your school doing, if anything, on this front?

-Anne Tucker

August 4, 2014 in Anne Tucker, Entrepreneurship, Law School, Teaching, Web/Tech | Permalink | Comments (1)

Monday, July 28, 2014

Crowdfunding: Are Crowds Wise or Idiots?

The new crowdfunding exemption in section 4(a)(6) of the Securities Act will, once the SEC adopts the rules required to implement it, allow ordinary investors to invest in unregistered securities offerings. Will those unsophisticated investors go down in flames or will they be able to make rational investment choices?

Some proponents of crowdfunding argue that crowdfunding benefits from the so-called “wisdom of the crowd": that the collective, consensus choice that results from crowdfunding is better than what any individual could do alone, and often as good as expert choices. A recent study seems to support that view.

Two business professors—Ethan R. Mollick at the Wharton School and Ramana Nanda at Harvard—looked at crowdfunding campaigns for theater projects. They submitted those projects to people with expertise in evaluating theater funding applications and compared the expert evaluations to the actual crowdfunding results.

Mollick and Nanda found a strong positive correlation between the projects funded by the crowd and those rated highly by the experts. In other words, crowds were more likely to fund the campaigns the experts preferred. In addition, projects funded by the crowd that were not rated highly by the experts did just as well as the projects chosen by the experts.

Of course, theater projects aren’t the same as securities, but this study should certainly be of interest to those following the securities crowdfunding debate. The full study (44 pages) is available here. If you don’t have time to read the full study, a summary is available here.

July 28, 2014 in C. Steven Bradford, Corporate Finance, Entrepreneurship, Financial Markets, Securities Regulation | Permalink | Comments (2)

Monday, July 21, 2014

Q & A With Larry Cunningham (Guesting With BLPB This Week)

As I promised on Friday, I am posting a question and answer segment with Larry Cunningham, author of the forthcoming book: Berkshire Beyond Buffett: The Enduring Value of Values.  Larry will be guest blogging with us this week to talk more about the interesting findings he shares in the book and their implications for business and the research, teaching, and practice of business law.

Q:  Why did you write this book and what did you find?

A:  Widespread praise for Warren Buffett has become paradoxical: Buffett set out to build a permanent institution at Berkshire Hathaway and yet even great admirers, such as Steven Davidoff, doubt that the company can survive without him. I found that viewpoint intriguing since companies who are identified with iconic founders often have trouble after a succession, as Tom Lin has written.  I wanted to investigate how the situation will look for Berkshire after Buffett leaves the scene, collapse and breakup or prosperity coupled with continued expansion? What I found was a culture so distinctive and strong, that the company’s future is bright well beyond Buffett.

Q:  How did you reach that conclusion?  What was your research method?

A:  I focused on Berkshire’s fifty operating subsidiaries, which define the company today, representing 80 percent of its value. Incidentally, that is a flip from decades passed, when 80 percent of Berkshire’s value resided in minority stock investments. I began with Buffett’s historical statements about those subsidiaries and Berkshire’s corporate culture, research that in some ways dates to the 1997 Cardozo Law Review symposium I hosted on Buffett’s shareholder letters, which developed into my book, The Essays of Warren Buffett: Lessons for Corporate America. Still, for this project, focusing on the subsidiaries, I gathered and studied specific information about each—biographies, autobiographies, research reports, encyclopedic entries, press releases, public filings.  Then, with Buffett’s permission, I surveyed all current Berkshire subsidiary chief executives and interviewed many, along with former managers and large shareholders of subsidiaries. In addition, I surveyed a large number of Berkshire shareholders to gain additional insight and to make sure I was asking the right questions.

Q:  What culture did you find, what common traits do the subsidiaries share?

A:   That’s the striking discovery. As I profiled each subsidiary, a pattern emerged in which the same traits began to appear repeatedly, nine altogether, including budget-consciousness, earnestness, kinship, entrepreneurship, autonomy, and a sense of permanence. Not every subsidiary had all nine, but many did, and the vast majority manifested at least five or six of the nine.  A portrait of Berkshire culture crystalized, one that is distinctive and durable.  And that culture, I argue in the book, will allow the company to thrive even after Buffett’s departure.

The discovery is suggested by the book’s subtitle: The Enduring Value of Values. “Value of values” refers to how the traits that bind Berkshire’s subsidiaries all share a common feature: all are intangible virtues that managers transform into economic gain. The most general manifestation of the “value of values” occurs in business acquisitions when the exchange of economic values measured using traditional standards leaves a wide gap—a price higher or lower than economic value.

A salient example from Berkshire’s history concerns Bill Child, patriarch of his family home furnishings company, RC Willey. He sold the company to Berkshire for $175 million, declining rival offers as high as $200 million. Why? Because his family valued the managerial autonomy and sense of permanence that define Berkshire culture. 

The book contains more than one hundred examples of myriad ways that Berkshire subsidiaries translate intangible qualities into economic value, whether in research & development, customer service, employee compensation and benefits, corporate finance, or internal policies and practices.  

Q:  What makes the value of values enduring?  

A:  By reaping returns on capital from intangible virtues, Berkshire practices a philosophy of capitalism that does well by doing good, is sensitive but unsentimental, lofty yet pragmatic, and public-spirited but profitable.  This attitude is neither altruistic nor moralistic, but practical, economic, and long-term. It’s a way of doing business that matches today’s zeitgeist, with its sense of stewardship and fair play, and also has a timeless horizon, as business leaders from Robert Mondavi to John Mackey of Whole Foods champion variations on these themes.

Q:  What is the audience for the book?

A:  Everyone involved in shaping American business: managers, entrepreneurs, owners, shareholders, directors, policymakers, scholars of corporate stewardship—and business lawyers and business law professors, of course. It’s a broad audience because Berkshire’s approach is distinctive but not inimitable and valuable yet underappreciated.

Q:  What surprises did you find?

A:  Many, mostly concerning the various subsidiaries, but several rising to the level of Buffett and Berkshire. As a recent headline in USA Today put it, “New Book Rewrites Buffett Legacy in Three Ways.”  The book explains why Buffett’s place in American history is even more significant than currently assumed. Besides being a “legendary investor,” as he is often identified by journalists, Buffett has built a formidable corporation, demonstrated unsung managerial prowess, and chartered a course for American capitalism that widens the meaning of “value investing.”

While everyone knows that Buffett owes a lot to Ben Graham, his investments teacher at Columbia Business School, this book also makes clear his debt on the management side to Tom Murphy, the legendary corporate icon and head of ABC who is now a Berkshire director.  When I asked Buffett who should write the foreword to this book, he instantly suggested Tom, and I’m grateful that Tom accepted the invitation—his foreword alone is worth the price of the book!

Q:  Care to give us a thumbnail sketch of the book’s outline?

A:  Sure. The opening chapters cover Berkshire’s origins and foundations, with surprises even for those most familiar with this terrain, including rich connections between Berkshire’s early acquisitions and the conglomerate today. While Berkshire appears vast, diverse, and sprawling, this synthesis of corporate culture shows instead a close-knit organization linked by discrete values. 

The middle chapters, the heart of the book, take a series of deep dives into fifty Berkshire subsidiaries to illuminate each of the traits and how they give Berkshire its identity and destiny. I was delighted that, when circulating the manuscript for comment among Berkshire devotees, even the most avid readers found new facts, fresh insights, and a whole new way of thinking not only about Berkshire but about Buffett. 

The closing chapters reflect on what Berkshire’s corporate culture means for Buffett’s legacy. They explore the elaborate succession plan at Berkshire, which most people misunderstand, and identify challenges Berkshire will face. I also draw specific lessons for investors, managers, and entrepreneurs who can benefit from Berkshire’s distinctive approach—lessons that business lawyers and policymakers will want to learn as well.

Q:  Can Berkshire Beyond Buffett be assigned for any university classes?

A:  Yes, and I think it will be a good companion to The Essays of Warren Buffett, which has been adopted at many law and business schools for courses on corporate governance, investments (portfolio management), and mergers & acquisitions. This book would suit those courses as well as courses in business ethics and corporate social responsibility. I am planning a seminar next spring in which these two books will be on the reading list, along with other contemporary books offering fresh examinations of venerable themes, such as Eric Orts’ Business Persons;  Lynn Stout’s Shareholder Value Myth; or Curtis Milhaupt & Katharine Pistor’s Law & Capitalism.

Q:  Berkshire Beyond Buffett appears to be full of lessons and important principles.  Which do you propose to explore for us during the coming week?

A:  I’m looking forward to sharing insights on topics such as corporate governance, corporate purpose, and succession planning.  Among the book’s many lessons, these will likely be of greatest interest to readers of the Business Law Prof Blog, and I thank you for the opportunity to introduce the book and these themes here this week.

Q:  Thanks so much, Larry.  Those certainly are all topics that interest me (and infuse my ongoing scholarship and teaching).  I look forward to your posts this week.

A:  You're welcome.  I am grateful for the opportunity to share what I have learned.

July 21, 2014 in Business Associations, Books, Business School, Corporate Governance, Current Affairs, Entrepreneurship | Permalink | Comments (0)

Monday, June 9, 2014

Corporate Impact Venturing: Using Investments to Enable Sustainable Value Creation

The following comes to us from Maximilian Martin, Ph.D., the founder and global managing director of Impact Economy, an impact investment and strategy firm based in Lausanne, Switzerland, and the author of the report “Driving Innovation through Corporate Impact Venturing.”

In 2010, despite the then-recent economic downturn, an overwhelming majority of corporate CEOs in the UN Global Compact-Accenture CEO Study on Sustainability—93 percent—responded that sustainability will be critical to the future success of their companies. What’s more, they believed that a tipping point could be reached that fully meshes sustainability with core business within a decade, fundamentally transforming core business capabilities, processes, and systems throughout global supply chains and subsidiaries. Three years later, a new 2013 edition of the study argued that many corporate CEOs have found themselves stuck on the ascent towards sustainability.

Radical change in market structures and systems is needed, and a bolder path for industry transformation needs to be charted, at a time when the logic of value creation is changing. The days of traditional corporate social responsibility (CSR)—the bolt-on approach that is compliance driven, costs money, and produces limited reputational benefits—are fast coming to an end, because sustainability is now increasingly driving value creation itself. Assessing joint opportunities for financial and social returns is the way forward.

[CONTINUE AFTER THE BREAK]

Continue reading

June 9, 2014 in Corporate Finance, Corporate Governance, Current Affairs, Entrepreneurship, Financial Markets, Stefan J. Padfield | Permalink | Comments (0)

Thursday, May 29, 2014

Business Law Professor Jobs

Babson-logoUWM

Babson College (near Boston, MA), well-known for their entrepreneurship program, recently posted a tenure track assistant or associate professor of business law position.

University of Wisconsin - Madison has posted two Clinical Assistant Professor positions in their Law & Entrepreneurship Clinic: Systems and Operations

May 29, 2014 in Business School, Entrepreneurship, Haskell Murray, Jobs, Law School | Permalink | Comments (2)

Friday, April 25, 2014

PA Courts, Hydraulic Fracturing, and the Energy-Business Law Nexus

Regular readers know of my view that energy and energy law are closely related to business and business law.  Further to that point: Last week, a group of 20 organizations, including those representing the interests of business, oil, coal, aggregate, farm, and power sent an open letter to Pennsylvania state legislators stating their concerns about the state supreme court's decision in Robinson Township v. Commonwealth of Pennsylvania.  That decision overturned Act 13, which largely eliminated local government's ability to prevent oil and gas operations in their jurisdictions through zoning.  The letter explains:

The opinion undermines the traditional and long-recognized authority of the Legislature to balance environmental and economic interests on a statewide basis, leading to the spectra of multiple levels of government and a myriad of agencies second guessing each other in deciding whether to approve particular developments and how to manage natural resources. This expansive, broad and vaguely case-by-case application of the Environmental Rights Amendment threatens to reestablish the very uncertainty and ambiguity that Act 13 and many other statutes were originally intended to address through adoption of a holistic, comprehensive regulatory program that carefully balances the Commonwealth twin interests in economic progress and environmental stewardship. 

The plurality opinion opens the door to a myriad of litigation, at all levels of government, attempting to thwart virtually any type of industrial, agricultural, commercial or residential facility and development. The affects of this ruling will be felt by employers in all industries and will certainly adversely impact efforts to promote job creation throughout the state.

I agree with these organizations on a number of issues here.  First, I think they are right the state legislature had the power to pass Act 13,  or at least something similar. I also agree that the plurality opinion unnecessarily invites litigation in a variety of contexts that could negatively impact both business and the environment.  On the other hand, I think that the legislature took an unnecessarily heavy-handed approach to the legislation when a more modest version of the act could have been similarly effective. 

As I have explained previously, though there are very real risks related to hydraulic fracturing for oil and gas, much of the public, many politicians, and (in this case) judges are too easily distracted by risks that seem like they could be associated with the process, but aren't. When judges assume facts, bad law (and bad policies) are very likely to follow. Building on that assessment, I have posted my article, Facts, Fiction, and Perception in Hydraulic Fracturing: Illuminating Act 13 and Robinson Township v. Commonwealth of Pennsylvania on here on SSRN.  Please click below to continue reading.

Continue reading

April 25, 2014 in Current Affairs, Entrepreneurship, Jobs, Joshua P. Fershee | Permalink | Comments (0)

Wednesday, March 26, 2014

“EVERYTHING MUST STAY IN PLACE” – PRESIDENT BUSINESS, THE LEGO MOVIE

A little more than six weeks ago The Lego Movie hit theaters. Without getting into too much detail for those of you who have not yet seen the movie or who will never get around to seeing the movie, in essence it’s about an ordinary guy who’s mistakenly identified as an extraordinary “MasterBuilder”. He is recruited to fight against a Lego villain (President Business-we can call him P.B.) who is intent on gluing everything together. The anti-PB crusaders like having the freedom to dismantle, break, and re-make their Lego creations and shudder at the thought of having everything permanently fixed in place. PB, on the other hand, is intent on perma-gluing the Lego bricks together because he likes the certainty and control of knowing where everything is, and he is wary of innovation or change. Hence, his admonition- “EVERYTHING MUST STAY IN PLACE.”

Now as I watched this battle unfold between President Business’ pro-gluing supporters on one hand, and the pro-change supporters on the other, I could not help but see some similarities between the Lego people’s contested views on the purpose of Legos and our society’s contested views on the purpose of corporations. In The Lego Movie it is a contest between staying in place and the freedom to innovate and create, while in the corporate purpose debate it is a contest between profit maximization/shareholder primacy and ANYTHING ELSE THAT DARES TO SAY ANYTHING OTHER THAN SHAREHOLDER PRIMACY (e.g., creating shared value; stakeholder theory; team production).

While shareholder primacy has both normative and pragmatic appeal, one cannot help but wonder whether this traditional conceptualization of corporations is open to being re-made, or must it be immovable and “stay in place”. In other words, if we accept that our world today is markedly different from the one that existed when shareholder primacy came into vogue, are we selling ourselves short by clinging to a mantra that may no longer be ideal or that may need to be revamped?

Consider a new report by McKinsey [Dr. Maximilian Martin of Impact Economy], titled “Impact Economy, Driving Innovation through Corporate Impact Venturing – A Primer on Business Transformation”.  In essence, the report finds that pursuing a profit-as-usual model with “CSR” as a tangential activity is “fast coming to an end.” According to the report, this is because “[a] new paradigm is emerging in its place that is responding to structural changes in the operating environments of business.” The McKinsey [Impact Economy] report points to four “megatrends” that are nudging corporations towards a more transformative and holistic view of their role and purpose – what McKinsey [Impact Economy] terms “sustainable value creation.” These four trends are: (i) significant opportunities at the Base of the Pyramid (BoP); (ii) a $540 billion market for “Lifestyles of Health and Sustainability Consumption”; (iii) the growth in markets “resulting from green growth and the circular economy”; and (iv) the “modernization of the welfare state.” The conclusion reached by the report is that “companies are well advised to grasp the changing tectonics of value creation and tackle markets accordingly if they want to remain competitive in the long run.”

This new McKinsey [Impact Economy] report is of course not alone in making the case for a more expansive view of corporate purpose (for example, the Aspen Business & Society Program’s report on long-term value creation, or Michael Porter’s work on creating shared value). But what does it take to move the needle? In the Lego Movie, it took President Business and the head of the pro-change supporters realizing that their views were really not that far apart. Maybe that too is the winning answer for the corporate purpose debate – those corporations who are successful in responding to the aforementioned mega trends and other societal needs stand to be the ones who provide the most value creation for society and their shareholders.

UPDATE 4/15/14: The original version of this post improperly identified McKinsey as the source of the “Impact Economy, Driving Innovation through Corporate Impact Venturing – A Primer on Business Transformation” report.  The post has been corrected to reflect the fact that the report was written by Dr. Maximilian Martin of Impact Economy.

March 26, 2014 in Business Associations, Corporations, Current Affairs, Entrepreneurship, Social Enterprise | Permalink | Comments (0)