If an underwriter knows that a prospectus contains a material misrepresentation, may that underwriter use the prospectus to sell securities, or would that expose the underwriter to liability under Rule 10b-5(b)? The First Circuit's surprising and rather disconcerting answer was delivered on...

There is a global movement to encourage business entities to pursue social and environmental goals in addition to the traditional financial goals of for-profit entities. Current legal structures, however, make this difficult. To address this issue, the Colorado legislature will consider the...

Professor Stefan Padfield's The Role of Corporate Personality Theory in Opting Out of Shareholder Wealth Maximization proposes a novel approach to the ongoing shareholder wealth maximization debate. Specifically, Padfield posits that an exploration of corporate personality theory might provide...

A number of white supremacist groups enjoy tax-exempt status. As such, these hate groups do not have to pay federal taxes and people who give money to these groups may take deductions on their personal taxes. This recognition not only results in potential lost revenue for government programs,...

For over a century, philosophers, politicians, and sociologists have bemoaned philanthropy's inherent antidemocratic, paternalistic, and amateuristic aspects. The antidemocratic nature of philanthropy is self-evident: When a wealthy person determines the best way to address a societal problem...

Parties negotiating an arm's length contract are generally not required to disclose facts to one another. Although this default rule is supported by both centuries of common law and freedom of contract principles, courts and legislatures treat certain transactions differently. This is...

The vast majority of charities in the United States operate in a regulatory blind spot, as they are neither meaningfully evaluated when they apply for charitable status nor substantively monitored after they receive charitable status. Driven by severe budget constraints, the IRS decided to...

The story of Latinos in Appalachia, when told, is dominated by the plight of migrant workers drawn to meat processing factories or agricultural work, with very little attention paid to Latino entrepreneurship in Appalachia. However, the first generation of migrant workers inspired a surprising...