Georgetown University Law Center

About: Georgetown University Law Center is a based out in . It is known for research contribution in the topics: Supreme court & Public health. The organization has 585 authors who have published 2488 publications receiving 36650 citations. The organization is also known as: Georgetown Law & GULC.

Team Production and Securities Laws

Abstract: In Team Production Theory of Corporate Law, Margaret Blair and Lynn Stout made two related points. First, that Delaware law does not require rigid shareholder primacy in public corporations. Rather, the broad deference afforded to the decisions of predominantly independent corporate boards of directors is consistent with a contrary theory, where the fundamental role of the board of directors is to mediate between the interests of various stakeholders that contribute to the corporation’s output. Second, Blair and Stout’s contend that such an arrangement is more efficient than narrow shareholder primacy. This symposium contribution draws on a closely related area of law — securities regulation — to make two related points. First, unlike corporate law, and as a positive matter, securities regulation can be described as requiring shareholder primacy, or at least investor primacy. This is important because securities compliance takes up more of directors’ and officers’ time than compliance with corporate law, and thus likely influences and informs their day-to-day decisionmaking to a greater degree than does corporate law. If so, perhaps the persistent dominance of shareholder primacy in corporate governance should not be surprising. Second, as a normative matter, investor primacy in securities regulation and enforcement may produce efficient results for most securities activities, but produces suboptimal compliance and enforcement for the most heavily litigated and debated category of securities misconduct: accounting fraud. Theoretical and empirical evidence on the economic consequences of fraudulent financial reporting suggests that the nearly exclusive focus on shareholders in corporate law and governance is misplaced.

Are the Expectations for the Religious Freedom Restoration Act Being Realized

Abstract: When President Clinton signed into law the Religious Freedom Restoration Act1 (RFRA) on 16 November 1993, there was jubilation among the dozens of civil liberties groups that worked on this legisla tion—a measure unique in the entire history of U.S. church-state rela tions. At the same time, many observers who participated in the evolution of RFRA and saw the overwhelming margins by which it passed the House and the Senate had to wonder whether a law related to such a complex and contested area could have much bite if it was adopted with virtual unanimity. Three years later that problem remains. Questions continue to rise and multiply. Was the law oversold? Did it get watered down on the way to passage? Did the framers and the promoters of the law have clear and precise objectives? Could they have framed a measure that is too vague to be really meaningful? RFRA was the product of the anger that exploded when the Supreme Court decided Employment Division v. Smith;2 that still dreaded opinion held 5 to 4 that the courts could not invalidate a law of general applicability even if the law made the observance of the reli gious freedom of an individual or a group more difficult or impossible.3 Over fifty law professors including this author submitted a brief asking the Supreme Court to review its ruling; the request was denied.

How the Uniform Crime Victims Reparations Act Works

Abstract: The Uniform Crime Victims Reparations Act, approved by the American Bar Association's House of Delegates, has been submitted to state legislatures. This timely act seeks recompense for the victims of crimes, but also incorporates numerous safeguards to prevent abuse.

The Appropriate Legal Standard and Sufficient Economic Evidence for Exclusive Dealing under Section 2: the FTC’s McWane Case

Abstract: The FTC recently found McWane, Inc. liable for unlawful monopoly maintenance by a 3-1 majority. The dispute among the FTC Commissioners raises important and interesting issues regarding the law and economics of exclusive dealing and the proper evaluation of the competitive effects of exclusionary conduct. Commissioner Wright’s Dissent proposes and utilizes a new legal standard that requires the plaintiff to show “clear evidence” of harm to competition before shifting the burden to the defendant to show procompetitive efficiency benefits. This burden of proof and production on the plaintiff is much higher than showing “probable effect” based on a preponderance of the evidence standard. Application of this higher burden to interbrand exclusivity restraints by monopolists is not supported either by the case law, economic theory or empirical evidence. In evaluating harm to competition, this legal standard places no weight on certain important factors, including the fact that McWane was a monopolist with the explicit purpose of raising the costs and reducing the distribution of its only competitors. His proposed standard also does not consider whether McWane’s efficiency claims were valid, in the absence of other clear evidence of competitive harm. Commissioner Wright limits his economic analysis to only a single possible mechanism of exclusionary effect, whether the entrant was prevented from reaching minimum efficient scale of production, rather than a broader analysis of whether the entrant’s costs were raised or whether its ability to expand output was so limited by the exclusives that it was unable to prevent the maintenance of McWane’s monopoly pricing. Commissioner Wright also fails to credit the direct evidence of price effects found by the Commission. In our view, this proposed type of legal standard and economic approach is not an “enquiry meet for the case.” It creates a serious risk of leading to false negatives, under-enforcement and under-deterrence.