Sky Blog
In my recent article, Public Governance, I develop a theory of public governance as a form of publicness by exploring corporate governance and decision making, and developing them with a more textured understanding of the nature of corporations and …
On June 20, 2013, the Supreme Court issued American Express v. Italian Colors Restaurant, a 5-3 opinion delivered by Justice Scalia reaffirming that federal courts must enforce arbitration agreements strictly according to their terms, including agreements containing class arbitration …
Federal District Court Expresses Skepticism That Dodd-Frank Extraterritorial
Jurisdiction Provision Overturns Morrison in Government Enforcement Actions
In a memo we wrote on the day the Dodd-Frank Act was signed into law, we discussed a provision in that law seemingly intended …
I am happy to announce that the Millstein Center for Global Markets and Corporate Ownership (“Millstein Center”) and the Investor Responsibility Research Center Institute (“IRRCI”) have initiated a joint effort to better understand the purpose, use and potential misuse of …
The current proposals to accelerate the timing of beneficial ownership disclosure under Section 13(d) of the 1934 Securities Exchange Act and to broaden the definition of beneficial ownership to include derivative positions that provide economic exposure to stock price movement …
In a delightful essay, Ron Gilson and Jeff Gordon remind us that the times have changed and the Williams Act belongs in their view to the era of the Beatles. (Personally, I have trouble believing that Sgt. Pepper was really …
The third proxy season of the Dodd-Frank Act’s mandatory shareholder “say-on-pay” advisory votes is well underway, and “round two” of shareholder say-on-pay litigation is in full swing. Unlike the first round of say-on-pay lawsuits, which were based on negative advisory …
Discussing the Legal Theory of Finance (LTF) on the Marketplace of Ideas has been a great experience. I want to thank my colleague Kathryn Judge for coming up with the idea and for writing an inspiring blog post that raises …
Nationwide, legal battles rage over the ability of secular, for-profit corporations to raise religious freedom objections to government regulation. At the center of the controversy lies the Affordable Care Act’s requirement that employer-based insurance cover contraception. It might be tempting …
In a recent decision, Judge Roslynn Mauskopf, United States District Judge for the Eastern District of New York, denied defendant Christopher Finazzo’s motion in limine to preclude the government from introducing an allegedly privi- leged e-mail that Finazzo’s personal attorney
In A legal theory of finance, Katharina Pistor outlines a theory designed to deal with the law-finance paradox, that is, the observation that when “the full force of law is relaxed or suspended to take account of changes in …
Richard Shamos is an Associate in the Investment Management practice at Schulte Roth & Zabel LLP in New York.
The relationship between free markets and government is perhaps one of the most prominent economic issues of modern political economy. In …
Haskell Murray is an Assistant Professor of ADR and Business Law at Belmont University, College of Business Administration in Nashville, Tennessee.
Social enterprises use commercial activity to drive revenue and seek the common good. The benefit corporation is the most …
JPMorgan shareholders’ recent rejection of a proposal to split the CEO and Chairman positions was the most talked about proxy vote during the 2013 annual meeting season. While the 68% to 32% vote against was a resounding victory for Jamie …
The International Monetary Fund (IMF) recently published its first major policy treatment of sovereign debt restructuring since 2003. It was prompted by the flawed restructuring in Greece, high profile litigation against Argentina, and recurring crises in smaller …
The U.S. District Court for the District of Columbia has released two important rulings this month that speak to the SEC’s ability to promulgate rules. On July 23rd, the court upheld the SEC’s conflict minerals rule (see here) and …