Business Scholarship Podcast

Elizabeth Pollman, professor of law at the University of Pennsylvania, joins the Business Scholarship Podcast to discuss her forthcoming article Startup Governance. In this article, Pollman offers a framework for understanding governance issues unique to startup firms, including complicated vertical and horizontal principal-agent conflicts that can accrete over multiple funding rounds. This episode is hosted by Andrew Jennings, a teaching fellow and lecturer in law at Stanford Law School.

Omari Scott Simmons, professor of business law at Wake Forest University, joins the Business Scholarship Podcast to discuss his forthcoming article Forgotten Gatekeepers: Executive Search Firms and Corporate Governance. In this article, Simmons introduces the history, role, and practice of executive-search firms (ESFs), firms that help companies source and recruit senior executives and directors. He further makes the case that, similar to compensation consultants and proxy firms, ESFs are a significant player in a trend toward outsourcing corporate governance. This episode is hosted by Andrew Jennings, a teaching fellow and lecturer in law at Stanford Law School.

Menesh Patel, acting professor of law at UC Davis, joins the Business Scholarship Podcast to discuss his recent article Merger Breakups. In this article, Patel considers whether and when antitrust agencies should challenge consummated mergers that were previously reviewed and cleared through the Hart-Scott-Rodino process. This question in turn interacts with contemporary conversations about antitrust enforcement, particularly in the technology sector. This episode is hosted by Andrew Jennings, a teaching fellow and lecturer in law at Stanford Law School.

Jessica Erickson, professor of law at the University of Richmond, joins the Business Scholarship Podcast to discuss her article Automating Securities Class Action Settlements. In the article, Erickson explores a contradiction in securities class-action settlements: although Civil Rule 23 defaults to opt-out class membership, the difficulty of identifying securities class members makes settlement administration effectively opt-in. She proposes two solutions for overcoming this problem: a market-based approach involving banks and brokers, and a regulatory approach using the SEC's forthcoming consolidated audit trail. This episode is hosted by Andrew Jennings, a teaching fellow and lecturer in law at Stanford Law School

Joseph Grundfest, professor of law and business at Stanford University, joins the Business Scholarship Podcast to discuss his recent article The Limits of Delaware Corporate Law: Internal Affairs, Federal Forum Provisions, and Sciabacucchi. He explains that the Chancery Court's Sciabacucchi decision erroneously held Securities Act claims to be external to a corporation's governance, meaning that charters cannot require securities claims to be filed in federal, rather than state, court. He notes that this holding was not only wrong as a matter of Delaware law, but it also raises troubling federalism questions and could lead to higher D&O insurance premia. This episode is hosted by Andrew Jennings, a teaching fellow and lecturer in law at Stanford Law School.

Sarah Haan, associate professor of law at Washington and Lee University, joins the Business Scholarship Podcast to discuss her article Civil Rights and Shareholder Activism: SEC v. Medical Committee for Human Rights. Haan traces the civil-rights roots of shareholder activism and chronicles the legal history of SEC v. Medical Committee for Human Rights, a case stemming from activists' opposition to Dow Chemical's manufacture of napalm during the Vietnam War era. Although Medical Committee receded from memory after it was vacated as moot by the Supreme Court, Haan explains how it can inform contemporary debates over the meaning of corporate democracy. This episode is hosted by Andrew Jennings, a teaching fellow and lecturer in law at Stanford Law School.

Gina-Gail Fletcher, associate professor at Indiana University Maurer School of Law, joins the Business Scholarship Podcast to discuss her forthcoming article Engineered Credit Default Swaps: Innovative or Manipulative?. Fletcher's article examines the phenomenon of engineered credit-default-swap transactions. In these transactions, CDS buyers or sellers induce borrowers either to default or avoid default on debt referenced by CDS contracts, thus allowing them to directly affect the values of the contracts. Fletcher considers the costs and benefits of this controversial practice and sketches possible regulatory and market responses to it. This episode is hosted by Andrew Jennings, a teaching fellow and lecturer in law at Stanford Law School.

Gregory Shill, associate professor of law at the University of Iowa, joins the Business Scholarship Podcast to discuss his article Should Law Subsidize Driving?. In this article and a companion piece in The Atlantic, Shill explores how law and policy subsidize driving as the dominant form of transportation. He explains that this subsidization hurts everyone in terms of auto-related deaths, negative health effects, and quality of life, but that these costs are disproportionately borne by people of color, the disabled, and senior citizens. He offers hope, however, that rather than being preordained, these effects are the result of changeable policy choices. This episode is hosted by Andrew Jennings, a teaching fellow and lecturer in law at Stanford Law School.

Rory Van Loo, associate professor of law at Boston University, joins the Business Scholarship Podcast to discuss his recent article Regulatory Monitors: Policing Firms in the Compliance Era. He explains that regulatory agencies are not solely driven by enforcement and regulatory attorneys. Rather, large workforces of inspectors, examiners, engineers, and other professionals monitor firms day-to-day and in large part drive decisions around when and how the law is enforced and how regulation is developed. This episode is hosted by Andrew Jennings, a teaching fellow and lecturer in law at Stanford Law School.

Preeti Choudhary, associate professor of accounting at the University of Arizona, joins the Business Scholarship Podcast to discuss her recent paper Auditors’ Quantitative Materiality Judgments: Properties and Implications for Financial Reporting Reliability. In this paper, Choudhary and her co-authors use PCAOB examination data to quantify auditors' materiality judgments. Their findings examine the effect of materiality judgments on financial-statement reliability and dispel the myth that auditors simply apply a 5%-of-net-income heuristic. This episode is hosted by Andrew Jennings, a teaching fellow and lecturer in law at Stanford Law School.