CURRENT PRINT ISSUE

Volume 101 - Issue 4

Board and Shareholder Power, Revisited

This Article offers a novel theory of the optimal balance of power between boards and shareholders. It does so by shedding light on the information structure of the shareholder-manager relationship, showing that shareholders face problems of adverse selection in addition to classic problems of managerial opportunism, i.e., moral hazard. Adverse selection arises when a manager’s […]

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Coverage Information in Insurance Law

The central goal of insurance law is to clarify, produce, and disseminate information about the scope of insurers’ coverage obligations to policyholders. This Article examines how insurance law and regulation seek to achieve these objectives, and to what ends. To do so, it distinguishes among three different types of coverage information: (1) purchaser information, or […]

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What Legal Authority Does the Fed Need During a Financial Crisis?

The financial crisis of 2007–08 revealed gaps in the laws that authorize federal agencies to provide emergency liquidity support. On numerous occasions the Fed, FDIC, and Treasury acted without legal authorization, exposing them to criticism from Congress and the U.S. government to legal liability. I propose reforms that would make possible a unified and strong […]

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The Geography of Equal Protection

This Article examines the geographic dimension of equal protection analysis. Whether a law violates the Equal Protection Clause generally depends on what level of scrutiny a court applies in reviewing that law. Laws that employ suspect classifications are subjected to heightened scrutiny. Whether a classification is suspect depends in part on whether the group targeted […]

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The Luxembourg Effect: Patent Boxes and the Limits of International Cooperation

This Article uses patent boxes, which reduce taxes on income from patents and other IP assets, to illustrate the fact that the jurisprudence of the European Court of Justice (ECJ) has a longer reach than has previously been recognized. This Article argues that, along with having effects within the European Union (EU), the ECJ’s decisions […]

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Note: Economic Protectionism and Occupational Licensing Reform

State-mandated occupational licensing laws are prevalent in the United States. Indeed, one-quarter of all Americans need a license to engage in their professions. Over the past decade, the most onerous of these regulations have come under attack in federal court for violating the Due Process and Equal Protection Clauses of the Fourteenth Amendment. State officials, […]

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Note: Providing Clarity for Standard of Conduct for Directors Within Benefit Corporations: Requiring Priority of a Specific Public Benefit

One of the newest social enterprise business forms—the benefit corporation—is becoming increasingly popular throughout the United States. Since its formal beginnings in 2010, thirty states and the District of Columbia have passed benefit corporation legislation, and seven other states are currently in the process of passing legislation. The benefit corporation is a for-profit company that […]

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Minnesota Law Review
Editor Roxanne Thorelli wraps up Issue 4 with her discussion on standard of conduct for directors of benefit corps: https://t.co/J00ipQuCKI
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Minnesota Law Review
Editor Gerald Kerska delves into Circuit split surrounding occupational licensing & 14th Amendment: https://t.co/swskeK6hMb @heidikitrosser
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Minnesota Law Review
Our very own Prof Schwarcz contributes to Issue 4 w analysis on insurance law's approach to coverage information reg https://t.co/0cZWbMPMgj
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