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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

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…

SAVE THE DATE

Emory’s Center for Transactional Law and Practice is excited to announce the date for its seventh biennial conference on the teaching of transactional law and skills.  The conference will be held at Emory Law, on Friday, June 5, 2020, and Saturday, June 6, 2020.

More information will be forthcoming on the Call for Proposals, the Call for Nominations for the Tina L. Stark Award for Excellence in the Teaching of Transactional Law and Skills, open registration, and travel accommodations.  We are looking forward to seeing all of you on June 5 and 6, 2020!

Emory2020(SaveDate)

Call for Proposals – Feminist Judgments: Rewritten Corporate Law

DEADLINE: Friday November 1, 2019

The U.S. Feminist Judgments Project seeks contributors of rewritten judicial opinions and private contracts, and commentaries on rewritten opinions and contracts, for an edited collection tentatively titled Feminist Judgments: Rewritten Corporate Law.  This edited volume is part of a collaboration among law professors and others to rewrite, from a feminist perspective, key judicial decisions in the United States.  The initial volume, Feminist Judgments: Rewritten Opinions of the United States Supreme Court, edited by Kathryn M. Stanchi, Linda L. Berger, and Bridget J. Crawford, was published in 2016 by Cambridge University Press.  Cambridge University Press has approved a series of Feminist Judgments books. In 2017, Cambridge University Press published the tax volume titled Feminist Judgments: Rewritten Tax Opinions. Other volumes in the pipeline include rewritten opinions in the areas of reproductive justice, family law, torts, employment discrimination, trusts and estates, and health law. More information about the project can be found at https://law.unlv.edu/us-feminist-judgments.

Corporate law volume editors are Anne Choike, Usha R. Rodrigues and Kelli Alces Williams. The corporate law volume’s advisory panel is comprised of Alina Ball; Lisa Fairfax; Theresa Gabaldon; Joan…

Friend-of-the-BLPB Seth Oranburg informs me that the call for papers is now open for the #Futurelaw 4.0 Junior Faculty Workshop, offering newer scholars the opportunity to present and respond to research and writing in law-and-technology areas of endeavor.  Details (including how to apply for inclusion) are available at www.duq.edu/future-law-4.  The workshop is to be held on November 22, 2019.  Submissions are due on October 14, and complete drafts are due on November 8.  

Please spread the word quickly!  This sounds like an exciting opportunity, but there is a short fuse on applications.

The University of Idaho College of Law seeks to fill a tenure-track or tenured faculty position beginning in the Fall of 2020 in the area of Commercial Law for its Moscow location. Both entry-level and lateral candidates are encouraged to apply. In addition to courses in Sales and Property Security, the faculty member will be expected to teach two additional courses – which may include Bankruptcy, Payment Systems, Real Estate Transactions, and/or State Debtor-Creditor Law – according to the interest of the faculty member and the needs of the College of Law. Candidates must have (1) a J.D. from an ABA-accredited school or the equivalent; (2) a distinguished academic record; (3) a record or the promise of teaching excellence; (4) a record or the promise of scholarly productivity; and (5) a record or the promise of expertise in the area of Commercial Law. Preference will be given to candidates with (1) post-J.D. practice, clerking, or teaching experience; and (2) post-J.D. experience related to Commercial Law and other courses listed above. Situated in the beautiful Pacific Northwest, the University of Idaho is a comprehensive research institution. Information about the College of Law is available on its website at https://www.uidaho.edu/law. Interested…

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I am pleased to announce that The University of Tennessee College of Law is again hosting editors of this blog for a symposium focusing on current topics in business law.  The website for the symposium, which is sponsored by UT Law’s Clayton Center for Entrepreneurial Law, is here.  Faculty and students from UT Law will comment on presentations given by my fellow BLPB bloggers.  Participating editors of the BLPB in this year’s program include Colleen Baker, Ben Edwards, Josh Fershee, me, Doug Moll, Haskell Murray, and Stefan Padfield.  The lunchtime panel features me and two of my UT Law colleagues exploring the legal meaning and understanding of mergers and other business combinations from various perspectives, including business associations law, bankruptcy and UCC law, and federal income tax law.  That, alone, is surely worth the price of entry!

If you live in or near Knoxville, please come and join us.  Continuing legal education credit is available to members of the Tennessee bar.  If you cannot make it to the symposium, however, a video recording of the proceedings will later be available on UT Law’s website, with an expected option for online continuing legal education credits.  (Last year’s program is available…

Call for Papers for Section on Law & the Social Sciences Program at the AALS Annual Meeting

The Section on Law & Social Sciences is pleased to announce a Call for Papers from which one or two additional presenters may be selected for the section’s program panel to be held during the AALS 2020 Annual Meeting in Washington, D.C. The panel is entitled “Empirical Research in Business Law: Works in Progress,” and the panelists will summarize the methods and/or results of their current qualitative or quantitative empirical research projects as works in progress.

Form and Length of Submission:

The Section welcomes relevant submissions in the form of research proposals, preliminary pilot studies, or even nearly completed projects with results. Junior scholars are particularly encouraged to submit. Submissions should incorporate at least a brief (3-5 page) summary or abstract of the project.

Submission Method and Due Date:

Papers should be submitted electronically to David Kwok (dkwok@uh.edu). The due date for submission is September, 20, 2019. Authors selected will be notified by September 27, 2019. The Call for Papers presenters will be responsible for paying their registration fee and hotel and travel expenses.

Inquiries or Questions:

The following comes to us from friend of the BLPB George S. Georgiev at Emory Law:

Emory University School of Law seeks a lateral hire for a tenured position in business law to begin in the 2020-2021 academic year. Candidates should be already tenured at an ABA-approved law school.

Candidates must have a J.D., Ph.D., or equivalent degree, a distinguished academic record, and a demonstrated potential to produce outstanding scholarship. Candidates should complete the online application here, and submit a cover letter, a current CV, a published or unpublished academic article, a brief research agenda, and an indication of teaching interests (if not listed on the CV) to the chair of the Faculty Appointments Committee: Polly J. Price, Asa Griggs Candler Professor of Law, at pprice@emory.edu.

Emory Law strives for a world in which law provides a common framework for courageous leaders to engage our most complex social and economic challenges and to achieve positive social transformation by advancing the rule of law. Emory University is dedicated to providing equal opportunities and equal access to all individuals regardless of race, color, religion, ethnic or national origin, gender, genetic information, age, disability, sexual orientation, gender identity, gender expression, and veteran’s

Back in April, I posted on a leadership conference focusing on lawyers and legal education, sponsored by and held at UT Law.  I also posted earlier this summer on the second annual Women’s Leadership in Legal Academia conference.  I admit that I have developed a passion for leadership literature and practices through my prior leadership training and experiences in law practice and in the legal academy.

Because lawyers often become leaders in and through their practice (both at work and their other communities) and because leadership principles interact with firm governance, I want to make a pitch that we all, but especially all of us teaching business associations (or a similar course), focus some attention on leadership in our teaching.  It is a nice adjunct to governance.  For example, management and control issues, especially director/officer processes in corporations, are a logical place to discuss leadership.  Who are the managers and the rank-and-file employees inspired by in managing and sustaining the firm?  Who is able to persuade the board to take action?  Is it because of that person’s authority, or does that person hold a trust relationship with others that motivates them to follow?  And speaking of trust, it is an…