American Business Law Journal最新文献_第8页

Medical Marijuana Registries: A Painful Choice? 医用大麻注册：痛苦的选择？

IF 1.2 3区社会学

American Business Law Journal Pub Date : 2021-04-28 DOI: 10.1111/ablj.12170

Kimberly A. Houser, Janine Hiller

{"title":"Medical Marijuana Registries: A Painful Choice?","authors":"Kimberly A. Houser, Janine Hiller","doi":"10.1111/ablj.12170","DOIUrl":"10.1111/ablj.12170","url":null,"abstract":"Though the medical use of marijuana is legal in thirty-three states, it remains illegal under the federal Controlled Substances Act. Any marijuana use can subject individuals to severe criminal and civil penalties under federal law. States that condition patient access and treatment on registration in a state database impose real risks on their citizens. Although many scholars have written about the tension between federal and state treatment of marijuana, this is the first article to examine marijuana patient registry privacy and fundamental rights issues. This article first reviews the relationship between marijuana use and patient treatment, with a focus on health-care and privacy rights under state and federal law. The article then explains how marijuana registries compare to broader patient registries, such as contagious disease and other medical condition patient registries, and the unique issues presented by marijuana patient registries. It then discusses the elevated risk to constitutional, privacy, and fundamental rights that may result if states do not carefully construct marijuana registries. The article concludes by proposing principles for how both states and dispensaries should approach marijuana registries in order to provide health benefits and avoid harm to patients.","PeriodicalId":54186,"journal":{"name":"American Business Law Journal","volume":"57 4","pages":"827-865"},"PeriodicalIF":1.2,"publicationDate":"2021-04-28","publicationTypes":"Journal Article","fieldsOfStudy":null,"isOpenAccess":false,"openAccessPdf":"https://sci-hub-pdf.com/10.1111/ablj.12170","citationCount":null,"resultStr":null,"platform":"Semanticscholar","paperid":"48863690","PeriodicalName":null,"FirstCategoryId":null,"ListUrlMain":null,"RegionNum":3,"RegionCategory":"社会学","ArticlePicture":[],"TitleCN":null,"AbstractTextCN":null,"PMCID":"","EPubDate":null,"PubModel":null,"JCR":null,"JCRName":null,"Score":null,"Total":0}

引用次数: 1

Caremark Compliance for the Next Twenty-Five Years Caremark未来二十五年的合规性

IF 1.2 3区社会学

American Business Law Journal Pub Date : 2021-04-28 DOI: 10.1111/ablj.12179

Robert C. Bird

{"title":"Caremark Compliance for the Next Twenty-Five Years","authors":"Robert C. Bird","doi":"10.1111/ablj.12179","DOIUrl":"10.1111/ablj.12179","url":null,"abstract":"One of the most influential cases in corporate governance is In re Caremark International Inc. Derivative Litigation (Caremark). In 1996, Caremark imposed a novel duty on boards of directors to make a good faith attempt to implement and exercise oversight over obligations leading to liability. Breach of this minimal duty has been difficult for plaintiffs to plead and prove, and the case law is littered with dismissed Caremark lawsuits. As Caremark's reign reaches a quarter-century, however, its duties are primed to evolve. Two cases, Marchand v. Barnhill and In re Clovis Oncology, Inc. Derivative Litigation, took the rare step of allowing Caremark claims to survive motions to dismiss. These cases signal a new understanding of Caremark obligating boards not merely to attempt oversight, but to ensure proactively that such oversight is effective. This subtle but significant change in board duties is one to which the academic literature should respond. This article first reviews the Marchand and Clovis cases and argues that these cases hold significance for the future of Caremark claims. Second, this article studies client advisories from law firms and other sources that evaluate the Clovis and Marchand cases. It finds that while these advisories offer useful tactical responses, they lack strategic advice that would benefit boards over the long term. Filling the gap, this article presents long-term strategic advice for boards not only to meet Caremark duties but also to thrive as exemplars of good governance and ethical leadership for the next twenty-five years.","PeriodicalId":54186,"journal":{"name":"American Business Law Journal","volume":"58 1","pages":"63-119"},"PeriodicalIF":1.2,"publicationDate":"2021-04-28","publicationTypes":"Journal Article","fieldsOfStudy":null,"isOpenAccess":false,"openAccessPdf":"https://sci-hub-pdf.com/10.1111/ablj.12179","citationCount":null,"resultStr":null,"platform":"Semanticscholar","paperid":"44859003","PeriodicalName":null,"FirstCategoryId":null,"ListUrlMain":null,"RegionNum":3,"RegionCategory":"社会学","ArticlePicture":[],"TitleCN":null,"AbstractTextCN":null,"PMCID":"","EPubDate":null,"PubModel":null,"JCR":null,"JCRName":null,"Score":null,"Total":0}

引用次数: 0

Free Agency for the Front Office: How Data Analytics and Noncompete Agreements Threaten to Disrupt Competitive Balance in U.S. Professional Sports Leagues 前台的自由市场:数据分析和竞业禁止协议如何威胁破坏美国职业体育联盟的竞争平衡

IF 1.2 3区社会学

American Business Law Journal Pub Date : 2021-04-28 DOI: 10.1111/ablj.12180

Nathaniel Grow

{"title":"Free Agency for the Front Office: How Data Analytics and Noncompete Agreements Threaten to Disrupt Competitive Balance in U.S. Professional Sports Leagues","authors":"Nathaniel Grow","doi":"10.1111/ablj.12180","DOIUrl":"10.1111/ablj.12180","url":null,"abstract":"U.S. professional sports teams are increasingly relying on sophisticated forms of data analysis to identify potential areas of competitive advantage over their league rivals. Indeed, emerging evidence suggests that the most sophisticated teams in this area are using the insights that they derive from data analytics to establish durable and significant gains over their competition on the playing field. At the same time, sports franchises frequently utilize noncompete agreements to protect the resulting, proprietary information that their data analysis yields. Unfortunately, recent academic research suggests that this reliance on covenants not to compete can decrease the rate of knowledge diffusion within an industry, making it more difficult for teams to catch up to early adopters of data analytics. Thus, teams’ growing reliance on data analytics—and their use of noncompete agreements to protect their resulting findings—could have significant, but heretofore unrecognized, ramifications for league efforts to maintain an adequate level of competitive balance amongst their franchises. This article explores this state of affairs, as well as the implications it presents for the governance of U.S. professional sports leagues.","PeriodicalId":54186,"journal":{"name":"American Business Law Journal","volume":"58 1","pages":"121-162"},"PeriodicalIF":1.2,"publicationDate":"2021-04-28","publicationTypes":"Journal Article","fieldsOfStudy":null,"isOpenAccess":false,"openAccessPdf":"https://sci-hub-pdf.com/10.1111/ablj.12180","citationCount":null,"resultStr":null,"platform":"Semanticscholar","paperid":"45595569","PeriodicalName":null,"FirstCategoryId":null,"ListUrlMain":null,"RegionNum":3,"RegionCategory":"社会学","ArticlePicture":[],"TitleCN":null,"AbstractTextCN":null,"PMCID":"","EPubDate":null,"PubModel":null,"JCR":null,"JCRName":null,"Score":null,"Total":0}

引用次数: 0

Entrepreneurial Regulatory Legal Strategy: The Case of Cannabis 创业监管法律策略：以大麻为例

IF 1.2 3区社会学

American Business Law Journal Pub Date : 2021-04-28 DOI: 10.1111/ablj.12172

Colleen M. Baker

引用次数: 0

Regulating Cannabis: A Comparative Exploration of Canadian Legalization 管制大麻：加拿大合法化的比较探索

IF 1.2 3区社会学

American Business Law Journal Pub Date : 2021-04-28 DOI: 10.1111/ablj.12175

Peter Bowal, Kathryn Kisska-Schulze, Richard Haigh, Adrienne Ng

引用次数: 1

Taxing Cannabis on the Reservation 在保留地对大麻征税

IF 1.2 3区社会学

American Business Law Journal Pub Date : 2020-11-19 DOI: 10.2139/ssrn.3733936

M. Cowan

引用次数: 0

Legal Transplants, Law Books, and Anglo-American Corporate Fiduciary Duties 法律移植、法律书籍与英美公司受托责任

IF 1.2 3区社会学

American Business Law Journal Pub Date : 2020-11-07 DOI: 10.2139/SSRN.3726613

Victoria Barnes

引用次数: 0

The Quality of Information Provided by Dual-Class Firms 双层企业提供的信息质量

IF 1.2 3区社会学

American Business Law Journal Pub Date : 2020-10-29 DOI: 10.1111/ablj.12167

Dov Solomon, Rimona Palas, Amos Baranes

{"title":"The Quality of Information Provided by Dual-Class Firms","authors":"Dov Solomon, Rimona Palas, Amos Baranes","doi":"10.1111/ablj.12167","DOIUrl":"10.1111/ablj.12167","url":null,"abstract":"When Google went public with a dual-class capital structure in which shares owned by the founders confer greater voting rights than shares issued to public investors, its cofounders, Larry Page and Sergey Brin, promised to provide investors with high-quality information about the company. Using the words of Warren Buffett, the chairman and CEO of Berkshire Hathaway, another dual-class firm, they promised shareholders, “We won’t ‘smooth’ quarterly or annual results: If earnings figures are lumpy when they reach headquarters, they will be lumpy when they reach you.” Page, Brin, and Buffett definitely understood the importance of quality information to their investors, especially in dual-class structures. But do dual-class companies really provide investors with credible financial information? Contrary to the assumption of agency theory that dual-class firms are less transparent, we find empirically that these companies do provide credible information to their investors. Our results suggest that the quality of financial reports, as measured by their ability to predict change in future earnings, is higher for dual-class companies than for their single-class counterparts. These findings may be explained by the unique relations created in dual-class firms in which the founders provide investors with higher-quality information in exchange for superior voting rights. The article contributes to the heated debate about the transparency of dual-class companies by providing policy makers with important insights on the quality of information provided by these companies. Our findings suggest that there is no need for stricter regulation with regard to disclosure of financial information by dual-class firms.","PeriodicalId":54186,"journal":{"name":"American Business Law Journal","volume":"57 3","pages":"443-486"},"PeriodicalIF":1.2,"publicationDate":"2020-10-29","publicationTypes":"Journal Article","fieldsOfStudy":null,"isOpenAccess":false,"openAccessPdf":"https://sci-hub-pdf.com/10.1111/ablj.12167","citationCount":null,"resultStr":null,"platform":"Semanticscholar","paperid":"43784491","PeriodicalName":null,"FirstCategoryId":null,"ListUrlMain":null,"RegionNum":3,"RegionCategory":"社会学","ArticlePicture":[],"TitleCN":null,"AbstractTextCN":null,"PMCID":"","EPubDate":null,"PubModel":null,"JCR":null,"JCRName":null,"Score":null,"Total":0}

引用次数: 3

The Trouble with Boycotts: Can Fossil Fuel Divest Campaigns Be Prohibited? 抵制的麻烦：化石燃料潜水活动可以被禁止吗？

IF 1.2 3区社会学

American Business Law Journal Pub Date : 2020-10-29 DOI: 10.1111/ablj.12168

Inara Scott

{"title":"The Trouble with Boycotts: Can Fossil Fuel Divest Campaigns Be Prohibited?","authors":"Inara Scott","doi":"10.1111/ablj.12168","DOIUrl":"https://doi.org/10.1111/ablj.12168","url":null,"abstract":"Organizations like 350.org, Insure Our Future, and DivestInvest are leading campaigns to urge boycott and divestment from fossil fuels as a means to address climate change. Increasingly, they are finding success, from individual consumers to massive pension and sovereign wealth funds. However, as organized group boycotts, divest campaigns may be vulnerable to prosecution under antitrust law. This article explores the likelihood of success in such a case, considering the history of the legal treatment of organized boycotts, the scope and purpose of antitrust law, and the possible application of the First Amendment to the divestment context. The article finds that fossil fuel boycotts straddle a number of contradictory characteristics, making application of existing theories inadequate. In particular, existing precedent protects political boycotts, but not those with primarily economic objectives, and fails to definitively address whether a noncompetitive actor may undertake concerted action under antitrust law. In the context of climate change, where the political is economic, and political goals may seek significant economic changes (such as undermining an entire industry), existing theories may lead to a result that threatens both free expression and the health of the planet. The essential flexibility of the Sherman Act, however, provides room for protection of political activity, even where the ultimate objective is economic in nature.","PeriodicalId":54186,"journal":{"name":"American Business Law Journal","volume":"57 3","pages":"537-591"},"PeriodicalIF":1.2,"publicationDate":"2020-10-29","publicationTypes":"Journal Article","fieldsOfStudy":null,"isOpenAccess":false,"openAccessPdf":"https://sci-hub-pdf.com/10.1111/ablj.12168","citationCount":null,"resultStr":null,"platform":"Semanticscholar","paperid":"71986373","PeriodicalName":null,"FirstCategoryId":null,"ListUrlMain":null,"RegionNum":3,"RegionCategory":"社会学","ArticlePicture":[],"TitleCN":null,"AbstractTextCN":null,"PMCID":"","EPubDate":null,"PubModel":null,"JCR":null,"JCRName":null,"Score":null,"Total":0}

引用次数: 0

Legal Entrepreneurship and the Strategic Virtues of Legal Uncertainty 法律创业与法律不确定性的战略美德

IF 1.2 3区社会学

American Business Law Journal Pub Date : 2020-10-29 DOI: 10.1111/ablj.12169

Justin W. Evans, Anthony L. Gabel

{"title":"Legal Entrepreneurship and the Strategic Virtues of Legal Uncertainty","authors":"Justin W. Evans, Anthony L. Gabel","doi":"10.1111/ablj.12169","DOIUrl":"10.1111/ablj.12169","url":null,"abstract":"The field of law and strategy (LAS) has advanced our understanding of the law's role in competitive advantage. To date, however, LAS has neglected low rule of law environments—countries characterized by expansive degrees of legal uncertainty. LAS should account for these settings, too, since environmental uncertainty is a strategically significant factor for any company. This article situates the strategic relevance of legal uncertainty in the Chinese context and fills an important gap by illustrating how LAS principles apply in low rule of law jurisdictions. Specifically, this article develops the construct of legal entrepreneurship—the notion that attorneys may apply an entrepreneurial mind-set and skill set to position the client favorably and legitimately within the uncertainties of the legal landscape, thereby creating legal competitive advantages for the client. Drawing upon interviews with expert attorneys and executives, this article presents a typology of legal strategies available to U.S. companies in China, uniquely modeling these approaches along the two fundamental dimensions of legal strategy. Additionally, this article identifies two basic types of legal uncertainty in the cross-border context and offers guidelines for the exercise of legal entrepreneurship. Together, these arguments demonstrate that legal entrepreneurship is an empirically viable construct within the LAS project. In low rule of law jurisdictions that have embraced foreign enterprise, legal entrepreneurship will generally optimize the American company's pursuit of both legal value creation and legal risk management.","PeriodicalId":54186,"journal":{"name":"American Business Law Journal","volume":"57 3","pages":"593-646"},"PeriodicalIF":1.2,"publicationDate":"2020-10-29","publicationTypes":"Journal Article","fieldsOfStudy":null,"isOpenAccess":false,"openAccessPdf":"https://sci-hub-pdf.com/10.1111/ablj.12169","citationCount":null,"resultStr":null,"platform":"Semanticscholar","paperid":"46286430","PeriodicalName":null,"FirstCategoryId":null,"ListUrlMain":null,"RegionNum":3,"RegionCategory":"社会学","ArticlePicture":[],"TitleCN":null,"AbstractTextCN":null,"PMCID":"","EPubDate":null,"PubModel":null,"JCR":null,"JCRName":null,"Score":null,"Total":0}

引用次数: 4