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Benjamin P. Edwards

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Benjamin Edwards joined the faculty of the William S. Boyd School of Law in 2017. He researches and writes about business and securities law, corporate governance, arbitration, and consumer protection.

Prior to teaching, Professor Edwards practiced as a securities litigator in the New York office of Skadden, Arps, Slate, Meagher & Flom LLP. At Skadden, he represented clients in complex civil litigation, including securities class actions arising out of the Madoff Ponzi scheme and litigation arising out of the 2008 financial crisis. Read More

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Given the number of corporate governance functions that can be conducted using blockchains, it seems appropriate to consider how business lawyers should respond to related challenges.  Babson College’s Adam Sulkowski and I undertook to begin to address this concern in an article we wrote for the Wayne Law Review‘s recent symposium, “The Emerging Blockchain and the Law.”  That article, Blockchains, Corporate Governance, and the Lawyer’s Role, was recently released.  An abstract follows.

Significant aspects of firm governance can (and, in coming years, likely will) be conducted on blockchains. This transition has already begun in some respects. The actions of early adopters illustrate that moving governance to blockchains will require legal adaptations. These adaptations are likely to be legislative, regulatory, and judicial. Firm management, policy-makers, and judges will turn to legal counsel for education and guidance.

This article describes blockchains and their potentially expansive use in several aspects of the governance of publicly traded corporations and outlines ways in which blockchain technology affects what business lawyers should know and do—now and in the future. Specifically, this article describes the nature of blockchain technology and ways in which the adoption of that technology may impact shareholder record keeping…

Two opportunities for business law profs crossed my desk over the past few days.  One comes from Beate Sjåfjell, and the other from Caprice Roberts.  The topics?  Sustainability and SEALS.

Beate advises that there are a few places left at an upcoming conference on Corporate Sustainability Reforms: Securing Market Actors’ Contribution to Global Sustainability.  The conference will be held in Oslo, Norway on October 24, 2019 and features contributions from around the world and across disciplines. She promotes the conference as follows:

We know that we need the contribution of all market actors: business, citizens, investors, and the public sector to achieve sustainability. However, a number of barriers, gaps and incoherencies that prevents market actors from contributing has been identified by the SMART Project. At this conference we will discuss how to facilitate the transition to sustainability, with the aim of identifying concrete proposals.

The conference is open to students, scholars, policy-makers, practitioners, and journalists. The deadline to register is October 17. There is no registration fee, and a lunch and reception are included for all participants.

Caprice wrote to remind me that the submissions portal, https://www.sealslawschools.org/index.php/conference-submissions/, is open for the Southeastern Association of Law

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Some of you may remember my post from last year on the American Bar Association’s LLC Institute, an annual program at which I have presented and from which I have benefitted.  This year’s institute is scheduled for November 7 & 8 at the Stetson Tampa Law Center.  The registration deadline is October 25.  The registration site can be found here.

The program agenda is, as usual, amazing.  Baylor Law’s Beth Miller will lead off (with others) in presenting updates on relevant decisional law.  Additional highlights include panels on “LLC Agreements That Went Wrong, and How to Fix Them: Case Studies and War Stories” and “Re-Imagining the Business Trust as a Sustainable Business Form” (the latter featuring friend and Florida Law prof Lee-Ford Tritt) and an ethics program featuring (among others) Bob Keatinge, who is always illuminating and entertaining.  Presentations by other LLC Institute favorites (including Tom Rutledge, whose message to me prompted this post) pepper the program.

On Thursday night, at the annual dinner, Mitchell Hamline School of Law Emeritus Professor Dan Kleinberger will receive the 2019 Martin I. Lubaroff Award.  Most business law profs know Dan, who has (among other things) been a tremendous servant of…

When I was a number of years into my law practice, Skadden, Arps, Slate, Meager & Flom LLP, the firm at which I worked, asked me to sign a mandatory arbitration agreement.  Signing was voluntary, but the course of conduct indicated that it was strongly suggested.  I thought about it and declined to sign.  

It was hard for me to imagine bringing a legal claim against my law firm employer.  I knew that if I were to sue Skadden, the matter would have to be very big and very serious–a claim for a harm that I would not want compensated through a “compromise recovery,” which I understood could be a likely result in arbitration.  I also was concerned about the lack of precedential value of an arbitration award for that kind of significant claim–permitting systemic bad employer behavior to be swept under the rug.  And finally, I understood and respected the litigation expertise and experience of my colleagues in the firm and their connections to those outside the firm–expertise, experience, and connections that I believed would be more likely to impact negatively the opportunity for success on the merits of my claim in an arbitral setting.

I watched with…