[S]upporting under-resourced entrepreneurs, and low-income entrepreneurs is still vital, but it cannot be the only solution to promoting economic justice. The fact that entrepreneurship will not resolve the disparities in opportunity leftover from Jim Crow and the legacy of slavery should
The Passing of a Transactional Law Legend: In Memory of Tina L. Stark
Transactional lawyering and the education of transactional lawyers has been transformed by Tina L. Stark (Weisenfeld). You may have known her for her wonderful books–Drafting Contracts: How & Why Lawyers Do What They Do and Negotiating and Drafting Contract Boilerplate are on my bookshelves and those of so many others. You may have heard her speak at a conference or symposium.
Yet, many of us also knew Tina on a more personal level. Some of us had her as an instructor or as a colleague. Long a consultant and advisor to law schools, bar associations, and legal employers on transactional legal education and training, Tina also held full-time administrative and teaching appointments at Emory University School of Law and Boston University School of Law and was a visitor at Fordham University School of Law. Earlier in her career, she was an adjunct law professor at Fordham Law and the Maurice A. Deane School of Law at Hofstra University.
Tina passed away earlier this week. But her presence will continue to be felt in so many ways. She and I initially bonded over our not only our love of teaching plainly
Thomas & Zhang: Crypto Kleptocracy
But this Essay is not about Trump. Crypto creates new channels for public corruption that operate on autopilot, generating wealth without transactions, contracts,
Weinberg Center Shareholder Proposal Survey – Promoting Engagement
Following on my Weinberg Center blog post back on October 27, I write today to promote participation in a survey hosted by the University of Delaware’s John L. Weinberg Center for Corporate Governance on public company Rule 14a-8 shareholder proposals under the Securities Exchange Act of 1934, as amended. The survey website explains that the Weinberg Center “seeks to gather practical insights from companies, investors, and related professionals about the scope and effectiveness of the current federal shareholder proposal rule (Rule 14a-8).” I suspect that the referenced professionals include lawyers representing both public companies and shareholders, as well as other advisors to each. More information about the survey can be found on the website.
In the spirit of that October 27 blog post, I am appreciative of the effort to gather information from a wide variety of constituents. I have taught group-oriented change leadership to undergraduate honors students here at The University of Tennessee using design thinking methods, in which the first step is undertaking to empathize. This step involves the team researching, and endeavoring to understand, the needs of various stakeholders. One design thinking website describes this first stage of a group-oriented process of innovation through design thinking
Delaware Corporate Law: More Policy; Less Politicking
Back in June of 2024, in connection with the legislative debate in Delaware over the approval of § 122(18) of the General Corporation Law of the State of Delaware (DGCL § 122(18)), I authored a blog post in which I raised concerns about whether there was adequate understanding of the public policy impacts of the proposal to adopt DGCL § 122(18). I then wrote:
I have one large and important question as Senate Bill 313 continues to move through the Delaware legislative process: do members of the Delaware General Assembly voting on this bill fully understand the large shift in public policy represented by the introduction of DGCL § 122(18)? If so, then they act on an informed basis and live with the consequences, as they do with any legislation they pass that is signed into law. If not, we all must work harder to enable that understanding.
Later that month, I authored and published a second blog post that cross-referenced the earlier blog post and offered several policy-related values relevant to the proposal.
Two-and-a-half weeks ago, I found myself affected by similar concerns about the need for serious, thoughtful policy engagement in Delaware. The occasion was the Gala Celebration
Name, Image, and Likeness Arrangements and Technological Innovation
This article undertakes to begin an exploration of
Law’s Labor Loved: A Labor Day Valentine
As the erstwhile “Monday blogger” for the BLPB, I have written Labor Day posts over the years on a variety of Labor Day topics–from the history surrounding the holiday, to the labor of law teaching. Last year, I wrote about gratitude on Labor Day. This year, I carry that gratitude theme forward in a specific context: appreciation for lawyers and for being a lawyer.
I know that the holiday is not generally seen as a moment in the calendar year in which we step back to honor service professionals. As I have noted in prior Labor Day posts, the workers intended to be honored are those who made our country prosperous in and around the time of the Industrial Revolution–working long, hard hours for low pay. The Department of Labor’s website offers a summary description.
Labor Day is an annual celebration of the social and economic achievements of American workers. The holiday is rooted in the late nineteenth century, when labor activists pushed for a federal holiday to recognize the many contributions workers have made to America’s strength, prosperity, and well-being.
I mean no disrespect to that original intention by focusing on lawyers here. I continue to believe that
Teaching and Lawyering in the Age of AI
Friends keep sending me contracts they created with ChatGPT or Claude.
They read well. The formatting is clean.
But essential clauses are often missing—or the terms don’t reflect the actual business deal.
Sometimes I revise heavily. Sometimes I start over.
This post isn’t about whether AI is capable.
It’s about whether the person prompting knows how contracts actually work in business.
A contract isn’t a CYA document like my friends think. It reflects how the parties have chosen to allocate risk, reflect their priorities, and protect relationships and business interests.
AI can assist with drafting. I use it. I teach it. But without commercial judgment, even the best prompt won’t protect the business.
We’re need to train future lawyers and all workers not to rely on AI but to partner with it.
At University of Miami School of Law, we’re preparing students to step into the real world—with both digital and business acumen.
In our Transactional Skills Program, students don’t learn theory.
They negotiate, redline, bill, meet with simulated clients, and use AI responsibly. They also work with real-world agreements—documents they’ll see in practice:
✅ NDAs, employment, and contractor agreements
✅ SaaS, MSAs, and licensing deals
✅ Escrow, loan
Navigating the Relationship Between the Administrative State and Emerging Technology- University of Miami Law Review Symposium February 14, 2025
This year’s symposium, titled Navigating the Relationship Between the Administrative State and Emerging Technology, will focus on the evolving regulatory frameworks around emerging technologies like digital assets and artificial intelligence (AI). These technologies are rapidly transforming the way individuals and businesses engage in commerce, interact socially, and innovate. These advancements, however, raise profound questions about the applicability of existing regulatory structures. The symposium will bring together leading experts to discuss how the administrative state can balance the protection of innovation with the mitigation of risks associated with these technologies, while ensuring that laws evolve to meet the challenges of the future.
We are thrilled to welcome Michele Korver, Head of Regulatory & Operating Partner at a16z crypto, to deliver the opening keynote. Michele’s wealth of experience in both the public and private sectors will provide invaluable insights into the state of digital asset regulation. The event will conclude with a thought-provoking closing address, offering reflections on the key discussions of the day.
Welcome and Opening Remarks (1:15 PM – 1:25 PM)
The symposium will begin with brief welcoming remarks, setting the stage for an afternoon of in-depth discussions and exploring the complexities surrounding the intersection of technology, law, and
CTA Madness, Redux
I managed to hold off for a few weeks–and then for the past 24-48 hours (or so)–in reporting back on the current state of the Corporate Transparency Act (CTA). But the U.S. Supreme Court has again spoken, and so it is time to do an update (since little more is likely to happen over the weekend). FinCEN, the U.S. Financial Crimes Enforcement Network, summarizes the current state of play, an update from my post earlier this month.
On January 23, 2025, the Supreme Court granted the government’s motion to stay a nationwide injunction issued by a federal judge in Texas (Texas Top Cop Shop, Inc. v. McHenry—formerly, Texas Top Cop Shop v. Garland). As a separate nationwide order issued by a different federal judge in Texas (Smith v. U.S. Department of the Treasury) still remains in place, reporting companies are not currently required to file beneficial ownership information with FinCEN despite the Supreme Court’s action in Texas Top Cop Shop. Reporting companies also are not subject to liability if they fail to file this information while the Smith order remains in force. However, reporting companies may continue to voluntarily submit beneficial ownership information reports.
And so it