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On disclosure: Hands-tying

TOTM Dale Oesterle has called Gretchen Morgenson a “national treasure.” Today Larry Ribstein exposes the treasure for fool’s gold. I’m with Larry on this one. Morgenson’s . . .

Dale Oesterle has called Gretchen Morgenson a “national treasure.” Today Larry Ribstein exposes the treasure for fool’s gold. I’m with Larry on this one.

Morgenson’s article on executive compensation is yellow journalism at its worst (well, at least a far as business journalism goes. And really — what else is there?).

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Financial Regulation & Corporate Governance

Bargaining in the Shadow of Justice Alito

TOTM David Fischer at Antitrust Review posts an excerpt from Information Resources, Inc.’s (IRI) press release issued to explain the recent settlement of their ten year . . .

David Fischer at Antitrust Review posts an excerpt from Information Resources, Inc.’s (IRI) press release issued to explain the recent settlement of their ten year long litigation against VNU (A.C. Nielsen, IMS Health, and Dun and Bradstreet). IRI’s claims were based on an “above cost” bundling theory that Thom has discussed in detail here. In that post, Thom expressed optimism (like me) about Justice Alito’s influence on the Supreme Court’s antitrust jurisprudence in large part because of his sensible dissent in LePage’s. It looks like we do not have to wait long to for evidence of that influence.

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Antitrust & Consumer Protection

Donaldson & Pitt & Levitt & Breeden (Oh my!)

TOTM The Council on Foreign Relations puts on some really impressive webcasts/conference calls. Here’s one TOTM readers may be especially interested in (if, that is, you’re . . .

The Council on Foreign Relations puts on some really impressive webcasts/conference calls. Here’s one TOTM readers may be especially interested in (if, that is, you’re one of those lucky people who doesn’t get hives listening to extended bouts of highly-politicized self rationalization)…

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Financial Regulation & Corporate Governance

ABA: You MUST follow the law. (Unless we don’t like it.)

TOTM At its mid-year meeting this week, the ABA did two notable things. First, the House of Delegates “voted overwhelmingly” to approve a resolution calling on . . .

At its mid-year meeting this week, the ABA did two notable things. First, the House of Delegates “voted overwhelmingly” to approve a resolution calling on the President to follow the law with respect to domestic spying. Among other things, the six-clause resolution “call[ed] upon the President to abide by the limitations which the Constitution imposes on a president…” (Paragraph 1), and “urge[d] the President, if he believes [the law] is inadequate…to seek appropriate amendments or new legislation rather than acting without explicit statutory authorization” (Paragraph 2). In other words, Mr. President, you must abide by the Constitution, and if you don’t like a statute, you can’t just violate it; you should go to the legislature and get it amended.

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The ABA, the AALS, and the Rule of Law

TOTM In an op-ed published in Saturday’s W$J (slightly updated version available here for free), Prof. David Bernstein drew attention to the American Bar Association’s proposed . . .

In an op-ed published in Saturday’s W$J (slightly updated version available here for free), Prof. David Bernstein drew attention to the American Bar Association’s proposed revision to its law school accreditation standards concerning student and faculty racial diversity. Bernstein criticized the ABA proposal for, in essence, calling on law schools to ignore constitutional and statutory provisions governing the use of racial preferences in admissions and hiring. Indeed, the revision’s interpretive guidelines (which apparently carry the same weight as the standards themselves) state that…

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Antitrust & Consumer Protection

Grimes on the KFTC’s Microsoft Decision

TOTM Warren Grimes of the American Antitrust Institute (and Southwestern Law School) defends the Korea Fair Trade Commission’s recent Microsoft decision holding that Microsoft abused its . . .

Warren Grimes of the American Antitrust Institute (and Southwestern Law School) defends the Korea Fair Trade Commission’s recent Microsoft decision holding that Microsoft abused its dominant position by bundling Instant Messenger and Windows Media Player technologies to its operating system, and its order that Microsoft must sell unbundled versions. Grimes central point is that not we should expect such divergent views in an antitrust environment of “world federalism,” but on that the KFTC was in good company in viewing Microsoft’s bundling practices as anticompetitive.

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Antitrust & Consumer Protection

Making markets seem thicker

TOTM The Internet (read: inexpensive information dissemination) comes to the notoriously informationally-challenged housing market. The WSJ reports on a new website, zillow.com, which, as the WSJ . . .

The Internet (read: inexpensive information dissemination) comes to the notoriously informationally-challenged housing market. The WSJ reports on a new website, zillow.com, which, as the WSJ says…

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Innovation & the New Economy

Accurately Disclosing Oil Reserves

TOTM Yesterday’s W$J reported on an effort by oil companies to change the way reserves are reported in securities filings. SEC rules, it seems, mandate that . . .

Yesterday’s W$J reported on an effort by oil companies to change the way reserves are reported in securities filings. SEC rules, it seems, mandate that reserves be measured in a manner that understates the actual amount of available oil. For example, the rules (available here) require that only proven reserves (those for which there is a “reasonable certainty” of actual recovery) be reported. On first glance, this doesn’t sound unreasonable, but the manner in which “reasonable certainty” is determined essentially translates the criterion into one of “virtual certainty.”

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Financial Regulation & Corporate Governance

Directors’ Duties Even in Solvent Firms

TOTM In the Ribstein & Alces paper mentioned below by Keith, Ribstein & Alces write… Read the full piece here. 

In the Ribstein & Alces paper mentioned below by Keith, Ribstein & Alces write…

Read the full piece here

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Financial Regulation & Corporate Governance