bclbe

The Berkeley Center for Law, Business and the Economy (BCLBE) is the hub of Berkeley Law's research and teaching on the impact of law on business and the U.S. and global economies.


Recap -- Antitrust, Governance, M&A in 2015: Challenges and Conundrums for the West Coast: We were so glad to see so many of you in Berkeley for this lively and interactive roundtable among senior personnel from law firms, in-house legal departments, financial advisory firms, proxy solicitors, proxy advisory firms, and more. For a full recap of and takeaways from the event, click here.

Events 

International Financial Regulation Seminar
Innovation as Sedimentary Layers: Diffusion, Imitation, and Incremental Innovation
Cristie Ford, The University of British Columbia, Faculty of Law
Friday, April 10, 2015
Boalt Hall 170; 10:00-11:50am

For more information, click here.
To download paper, click here.

Movie Night: Wall Street (1987)
Thursday, April 9, 2015
Boalt Hall 110; 5:30-7:30pm
REGISTER>

BCLBE will be showcasing Oliver Stone's award-winning film Wall Street, starring Charlie Sheen and Michael Douglas. Credited with embodying the frenzied, fast-paced nature of Wall Street in the 1980's and inspiring a variety of trends at the time, the film chronicles a young stockbroker's speedy rise to prominence and the drastic consequences it has for him. Wall Street presents a timeless and easy-to-understand examination of the complex relationship between insider trading and government oversight in business, and calls the audience to question whether or not greed can be a force for good. Watch trailer>

Pizza and soft drinks provided.


Women in Business Law Symposium
Linda Brewer, Quinn Emanuel
Sonal Mehta, Weil, Gotshal & Manges LLP
Laura Oswell, Sullivan & Cromwell LLP
Sally Wagner, Sidley Austin
Shannon Yavorski, Kirkland & Ellis LLP
Rachel Proffitt, Wilson Sonsini Goodrich & Rosati
Thursday, April 9, 2015 
Boalt Hall 132; 5:30-7:30pm 

The Berkeley Business Law Journal (BBLJ) and the Berkeley Center for Law, Business and the Economy (BCLBE) will hold the annual Women in Business Law Symposium. The panel includes top women attorneys who will share their perspectives on the challenges confronting women in business law today and offer their advice and expertise on a variety of topics impacting women in the workplace, including how to succeed in this still largely male-dominated field.


Lunch Time Talk with Howard Lincoln '65
Hard Work and Good Luck: My Years Since Boalt
Friday, April 10, 2015 
Faculty Club, Howard Room; 12:50-1:50pm
REGISTER>

BCBLE, BCLT and Dean Sujit Choudhry proudly invite you to gather with fellow students to meet Howard Lincoln ’65 for a Q&A luncheon. Howard will share his thoughts about how hard work, mentors, luck and the willingness to take risks can play a part in one’s career.  Howard was a key player in the formation of the ownership group that saved the Seattle Mariners in 1992, Howard Lincoln was named chairman and chief executive officer on September 27, 1999. Mr. Lincoln retired from his position as chairman of Nintendo of America, Inc., to devote his full efforts to the Mariners on February 14, 2000. He joined Nintendo as its senior vice president and general counsel in January 1983. In February 1994, he was elected to the board of Nintendo of America, Inc., and appointed chairman of the company. Lincoln remains a member of the Nintendo of America Board of Directors.


Curriculum Speaker Series
Smart Course Planning: What to Take in Business Law and Why
Monday, April 13, 2015
Boalt Hall 105; 12:45-1:45pm
REGISTER>

Join BCLBE for an information session about the business law courses and the J.D. Business Law Certificate at Berkeley Law presented by the business law faculty. The session will review the Fall 2015 classes and highlight new course offerings. This session is an opportunity for students to learn how business law courses meet their interests and prepare them for professional practice, whether in a firm, government or NGO position. The program will also review the Business Law Certificate requirements.

Co-sponsored by the Berkeley Business Law Journal.

Shareholder Activism Speaker Series
A Conversation with Jeffrey W. Ubben
ValueAct Capital
Monday, April 27, 2015
Boalt Hall 170; 12:45-1:45pm
REGISTER>

ValueAct Founder and Chief Investment Officer Jeffrey W. Ubben will host a conversation on the evolution of governance based investing and the growing importance of shareholder engagement in the boardroom. Founded in 2000, ValueAct Capital was an early pioneer of ‘shareholder activism’ and now manages more than $18 billion dollars. Since inception, VAC partners have served on more than 30 boards including representation at Microsoft, Adobe Systems, and Valeant Pharmaceuticals.

Jeffrey W. Ubben is a Founder, Chief Executive Officer and the Chief Investment Officer of ValueAct Capital. Mr. Ubben is a director of Valeant Pharmaceuticals International and Willis Group Holdings plc, and a former chairman and director of Martha Stewart Living Omnimedia, Inc., a former director of Acxiom Corp., Catalina Marketing Corp., Gartner Group, Inc., Insurance Auto Auctions, Inc., Mentor Corporation, Omnicare, Inc., Misys, plc, Per-Se Technologies, Inc., Sara Lee Corp. and several other public and private companies. In addition, Mr. Ubben serves as chairman of the national board of the Posse Foundation, is on the board of trustees of Northwestern University, and is also on the board of the American Conservatory Theater.


Annual Executive and Legal Education Program Offering
Fundamentals of Banking Law 
October 7-9, 2015
Bancroft Hotel, Berkeley

Berkeley Law certifies that this activity was approved for 19 hours MCLE credit by the State Bar of California.

In collaboration with the Boston University School of Law, BCLBE is pleased to announce the sponsorship of Fundamentals of Banking Law (formerly Banking Law Basics), an intensive 2½ day program designed to familiarize participants with the basics of banking law, including the critical policies, concepts and regulations that have shaped 150 years of banking law from the passage of the 1863 National Bank Act to the present. Website>

For a summary of past events, visit our events page. For videos of our events, go to our video library.


Recent Post on The Network: Business at Berkeley Law

Refresco Gerber Makes a Splash With Amsterdam IPO
By Grace Meador, J.D Candidate 2016

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NEWS AND PUBLICATIONS

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The following media is now available:

Private Equity Speaker Series
William Sorabella
, Kirkland & Ellis LLP
'       David Feirstein, Kirkland & Ellis LLP

M&A Speaker Series
Journalist Panel: NYT, Fusion, WSJ

Shareholder Activism Speaker Series; 
Tariq Mundiya, Wilkie Farr & Gallagher LLP

Venture Capital Speaker Series
Ted Wang, Fenwick & West LLP

A full list of recordings can be found here>
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Corporate mergers bring about a 90 percent chance of shareholder lawsuits. Most cases settle for minor disclosuresand large attorneys' fees. A new article co-authored by Steven Davidoff Solomon offers a novel way to assess the value of these disclosures, while lowering litigation costs to benefit shareholders.

With the US Supreme Court's recent ruling that state licensing boards may be subject to antitrust laws, many professionals across the nation have started to wonder what effect this decision will have on competition. For Professor 
Aaron Edlin, this ruling marks the beginning of an era of increased competition and accountability among professionals and their licensing boards. In his article Letting Dentists Feel the Bite of Competition, recently published in the Wall Street Journal, Prof. Edlin argues that with professional licensing boards now under greater scrutiny from the Supreme Court, states and the Boards themselves will have to create fairer policies and practices so that they are exempt from antitrust lawsuit. His Penn Law review article was cited in the Supreme Court's recent ruling in FTC v. NC Board of Dental Examiners.

While affirmative action may stigmatize students from disadvantaged groups, Prasad Krishnamurthy and Aaron Edlin say group-blind admissions is not the remedy. Erasing social inequality-based stereotypes, their paper argues, would perversely require a higher admission standard for marginalized students.

The Supreme Court cited a recent article by Professor Aaron Edlin in its Feb. 25 ruling that state licensing boards are not immune from federal antitrust laws. State boards regulate about 30 percent of U.S. workers. Edlin and co-author Rebecca Haw argue that boards often act like cartels. In North Carolina State Board of Dental Examiners v. Federal Trade Commission, the court agreed that such boards should be subject to antitrust when there is no independent state body supervising them.
The January 2015 Update includes: a recent article by Prof. Steven Davidoff Solomon
 evaluated 2014's most notable deals; a new seminar taught by Profs. Steven Davidoff Solomon and Stavros Gadinis began introducing students to the regulatory underpinnings of the international financial system; and BCLBE, together with law firm Cleary Gotlieb Steen & Hamilton LLP hosted the M&A and Antitrust Annual Conference where panelists discussed current issues and developments in these fields.
Reuters recently published an analysis of Prof. Robert Bartlett's paper “Do Institutional Investors Value the 10b-5 Private Right of Action? Evidence from Investor Trading Behavior Following Morrison v. National Australia Bank Ltd.”, in which he asserts that there is an apparent gap between institutional investors’ adamant advocacy for shareholder class actions and their actual trading decisions.


First annual conference Antitrust, Governance, M&A in 2015: Challenges and Conundrums for the West Coast tackled legal challenges unique to lawyers handling West Coast mergers and acquisitions, antitrust and competition policy, governance and activism. Read more>


In Shareholder Wealth Maximization as Means to an End, Prof. Robert Bartlett examines the fiduciary duties of corporate directors when considering corporate action that pits the interests of common stockholders against those of its preferred stockholders – a situation that is common among venture-backed start-up companies. Using incomplete contracting theory, Prof. Bartlett shows why the conventional rule that directors must focus on maximizing common stockholder value must be viewed as simply a means to the ultimate goal of maximizing the value of the corporation itself. Further, he argues that close examination of corporate law reveals that neither economic theory nor corporate doctrine should prevent individual directors from favoring the interests of preferred stockholders when they have been elected to represent them. As such, he concludes recent decisions such as In re Trados and In re Nine Systems Corporation represent doctrinal innovations in need of judicial reconsideration. 


In the column The Deal Professor, Prof. Steven Davidoff Solomon explains McDonald’s significantly lower stock valuation compared to its peer Shake Shack, noting that the fast food chain’s business is fundamentally different from its quick casual chain competitors. In another article, he examines how the current structure of whistle-blower compensation creates perverse incentives for corporate wrongdoers to profit from wrongdoing. Finally, Steven evaluates 2014’s most notable deals


In the column China Real Time, China expert Stanley Lubman talks about how China’s anti-corruption campaign can succeed and its potential economic repercussions. He looks at the challenges party leaders face in light of the Hong Kong model, which saw the establishment of the Independent Commission Against Corruption (ICAC) – an agency with little to no interference from government authority. Stanley has specialized on China as a scholar and as a practicing lawyer for more than 40 years.


Prof. Richard Buxbaum reflected upon his involvement in the Free Speech Movement (FSM) at a recent panel event commemorating the 50th anniversary of the UC Berkeley Academic Senate’s vote supporting free speech on campus. Buxbaum served as 1 of 5 defense counsels in the criminal proceedings against 773 FSM participants arrested for staging a sit-in at Sproul Hall on Dec. 3, 1964. 


On November 14-15, Berkeley Law faculty, including Prof. Ken Ayotte, hosted the Fourth Annual Law and Economics Theory Conference. Economic theory can help shed light on important legal and policy questions that involve strategic actions by parties with interrelated and sometimes competing objectives. For example, firms often require employees to sign covenants not to compete (CNCs), which limit a worker’s ability to move to a rival firm or start his/her own. These covenants are common in high tech industries, but they are increasingly found in more surprising places, like the employee contracts of the sandwich chain Jimmy John’s. Should the law place restrictions on the enforceability of these covenants? Read more>


While affirmative action may stigmatize students from disadvantaged groups, Prasad Krishnamurthy and Aaron Edlin say group-blind admissions is not the remedy. Erasing social inequality-based stereotypes, their paper argues, would perversely require a higher admission standard for marginalized students.


Berkeley Law’s growing collaborations with other campus departments have yielded a new benefit for students: the Interdisciplinary Graduate Certificate in Real Estate. The certificate honors real estate training that encompasses law, investment, and development. “It’s critical to develop and refine interdisciplinary skills, and to work with peers in different fields,” Ken Taymor says. Read more>


In his study, Corporate Inversions and the Unbundling of Regulatory Competition, Prof. Eric Talley examines the controversy surrounding US public companies executing “tax inversions” – acquisitions that move a corporation’s residency abroad while maintaining its listing in domestic securities markets. Properly structured, the inversion creates substantial corporate tax savings. Regulators and politicians have reacted with alarm to this perceived “inversionitis” pandemic. Prof. Talley argues, however, that inversions are simply not a viable strategy for many firms, and thus the ongoing wave may abate naturally.

More BCLBE in the news>>