Teaching ethics is challenging and a teacher needs as many arrows in the quiver as possible. This article explains one approach to teaching behavioral ethics, a new and promising way of thinking about and teaching ethics. This approach focuses on helping good people minimize the number of bad...

Traditionally, American energy markets have been regulated using a combination of antitrust law and public utility law: the former has predominated in oil markets and the latter in markets for natural gas and electricity. Over time, energy markets have grown increasingly complex and competitive,...

The Supreme Court is presently considering the Stoneridge case which raises the question of whether private investors who are victimized by schemes to defraud that violate subsection (a) of Rule 10b-5 may sue? It is undisputed that plaintiffs may sue under subsection (b) of Rule 10b-5 if they...

The Supreme Court held in Central Bank that if Congress had wanted to include an aiding and abetting form of secondary liability in Section 10(b of the 1934 Securities Exchange Act), it would have done so. Strictly construed, this is a defensible holding. After Central Bank, defrauded investors...

Sarbanes-Oxley is the most important securities legislation since the 1930s, and whether it is ultimately considered a success will likely turn on perceptions of its controversial internal controls provision, Section 404. Indeed, whether the law is a success will likely turn on perceptions of...

Recent articles by Romano of Yale, Clark of Harvard, and Ribstein of Illinois have all surveyed the empirical academic literature and found Sarbanes-Oxley (SOX) wanting, Romano terming four of its key provisions "quack corporate governance." Using a slightly wider lens and considering an...

The debate over Sarbanes-Oxley's specific provisions has already given rise to attempts by proponents of private ordering to revisit the wisdom of American-style, comprehensive securities regulation. This article explains the economic rationale that underlies the SEC's program of mandatory...

Proponents of regulatory competition have presented their most detailed arguments in the field of corporate law, but have made a similar case in other areas, including securities regulation. Proponents of regulatory competition in securities regulation argue that our markets would be best served...

There are many visions for the future of securities regulation. One prominent view features significant private contracting for disclosure and fraud protection. Another envisions regulatory competition enabling companies to choose from among a menu of regulatory regimes provided by different...