Valued Glom guest Larry Cunningham is over at Concurring Opinions for a spell, and his post on what the Paulson Blueprint and other regulatory developments mean for finance is both worth a read and, I humbly suggest, consistent with some of the things we've been saying on this blog.  Go give it a look, weigh in, &c.....

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AALS SECTION ON BUSINESS ASSOCIATIONS
Call for Papers
JANUARY 2009 ANNUAL MEETING

The AALS Section on Business Associations will meet during the AALS Annual Meeting in San Diego, from 9:OOam-noon on Saturday, January 10, 2009.

The topic for this year's session is "What, If Anything, Can Finance Teach Law (and vice versa)." During the first half of the session, there will be a roundtable discussion and debate by a group of distinguished commentators, including prominent law and business school faculty. During the second half of the session, legal scholars will present papers related to the topic.

Papers will be selected based on submissions made in response to this Cali for Papers. Possible topics include corporate governance and the role of the board, executive compensation and decision making, financial innovation, legal issues related to behavioral economics and finance, shareholder and stakeholder rights, and the theory of the firm, as well as recent market dislocations and the contributions of finance to reform proposals. The Executive Committee encourages submissions on a broad range of issues related to the topic, including empirical and theoretical perspectives.

If you are interested in presenting a paper, please submit a summary of no more than three double-spaced pages, preferably by e-mail, before Friday, August 15,2008. In addition to the summary, you also may submit a complete draft of your paper. Direct your submission to:

Professor Frank Partnoy
fpartnoy@sandiego.edu
University of San Diego School of Law
5998 Alcala Park
San Diego, CA 92110

Papers will be selected after review by members of the Executive Committee of the Section on Business Associations, including:

Richard Booth (Villanova)
Eric Chiappinelli (Creighton, Dean)
Lisa Fairfax (Maryland, Chair-Elect)
Frank Gevurtz (MeGeorge)
Christine Hurt (Illinois)
Therese Maynard (Loyola-Los Angeles)
Brett McDonnell (Minnesota)
Frank Partnoy (San Diego, Chair)
Margaret Sachs (Georgia)
David Skeel (Penn)
Gordon Smith (BYU, Past Chair)
Guhan Subramanian (Harvard)
Cynthia Williams (Osgoode Hall)

Authors of accepted papers will be notified by Friday, September 19,2008. Please feel free to pass this Call for Papers along to any colleagues who may be interested.

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Writing about agency and unincorporated entities? Here's your chance for some exposure ...

The Section on Agency, Partnerships and Limited Liability Companies is calling for papers for the 2009 AALS Annual Meeting in San Diego. We are interested in presentations on the application of modern theories and empirical methods of business associations to agency and unincorporated firms. The program has two goals: First, to show how these theories can be enriched by taking them outside the "box" of corporate law; and second, to show the relevance of agency and unincorporated firms to the mainstream of corporate theory and empirics. A non-exhaustive list of possible topics includes the nature and function of fiduciary duties, agency theory, the role and enforcement of contracts, jurisdictional competition and choice of form, the relationship of federal and state law, jurisprudence, international and institutional comparisons, and legal and economic history. Please email either a draft paper if available, or if not an abstract and outline, to Larry E. Ribstein, University of Illinois College of Law, ribstein [at] law.uiuc.edu, by no later than September 1, 2008.

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For years people have been trying to promote more substance at the AALS Annual Meeting, and I think that some of the sections are succeeding. But the notion of "unconferencing" implies that we shouldn't bother. Consider Kaliya Hamlin's view as expressed at Unconference.net:

Why would you go across the country to listen to people present papers, talk on panels, visit trade show booths or watch ppt presentations when you could do all of that 'online'?

...

Face time with other people IS really valuable, rare and expensive. Having meaningful conversations, getting advice from peers and tackling challenging issues is something that is good use of time. Using methods that are structured but leverage the "wisdom of the crowd" gathered are what unconferences are about.

What happens at an unconference? Kaliya describes it as follows:

So What Happens?

Open Space is a way to bring people who have a shared interest or who want to work together to work on something. The invitation is very important and helps frame the whole thing - Who do you want to be there and why? One way to frame this is we want to have a group representative of many organizations that have a stake in X and will gather to acomplish these deliverables.

How Does It Work?

Open Space opens up the agenda creation process so that all those gathered can put forward ideas for sessions. Because the agenda is made live in real time it is direct relevance to those gathered that day (or at least for the person calling the session).

For technical communities that are collaborating and cooperating via, IRC, Conference Calls, Wiki’s, Blog’s. and other media it is virtually impossible to figure out the topics that will be hot and need face time six months, three months or even one month prior to an event. Live agenda creations helps them make effective use of face-time during the day of conferences instead of around the edges of events programed many months ahead of time.

Even if there is committee of 1 or 3 or 10 they can’t ‘know’ all of what 50-300 people coming to an event around a topic need to talk about ahead of time. One way to address the putting forward of what might be talked about is to post it on a wiki so that people can get a sense of the topics that are of interest.

Space Needed for Open Space

There are several ways you can host space for open space one way is in a large room where you have all sessions going on around the edges. You can also have breakout rooms where different meetings happen. It is good if these can be as close together as possible. You can also do a mixture of a large room and breakouts.

Agenda Creation
You put up a blank schedule of rooms and times.   When we do [the Internet Identity Workshop] we typically have 5 or 6 one hour sessions in a day with 15 min breaks and a one hour lunch.

Then the facilitator or holder of the space invites those who have something they want talk about related to the overall theme come to the the front write on an 8×11 sheet of paper the title of the topic and their name. They annouce this to the room…folks can ask questions about what the session is about and then they put in a slot on the blank schedule. This goes on for about 15-30 min and voila now you have a full schedule.  Those gathered then break up and go to the sessions they want.

Would you attend a law unconference?

For a funny take on this phenomenon, check out Cash Peters.

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The Section on Business Associations will meet today from 2:00-5:00 pm in         Murray Hill A, Second Floor, Hilton New York. The focus of this year's meeting is "Corporate Law in Global Markets." This was my shot as Chair of the Section, and I am excited about the program. Here is the description:

The globalization of markets for capital, products, and managers has cast a bright spotlight on domestic legal regimes, including U.S. corporate governance laws. In the first half of the session, a roundtable discussion among scholars from the U.S. and Europe will explore the international competition of corporate governance laws. Participants in the roundtable discussion include:

John C. Coffee, Jr., Columbia University School of Law (Moderator)
John H. Armour, University of Cambridge
John C. Coates, Harvard Law School
Howell E. Jackson, Harvard Law School
Roberta S. Karmel, Brooklyn Law School
Donald C. Langevoort, Georgetown University Law Center
Kate Litvak, The University of Texas School of Law
    Larry E. Ribstein, University of Illinois College of Law

The second half of the session will feature paper presentations based on submissions made in response to the Section's Call for Papers:

Stock Exchanges and the New Market for Securities Laws

      Chris Brummer, Vanderbilt University Law School

The SEC's Global Accounting Vision

      Lawrence A. Cunningham, The George Washington University Law School

The Correlation Between U.S. Stock Prices and Cross-Listing Premia: A Challenge to Law-Based Theories of Cross-Listing
      Kate Litvak, The University of Texas School of Law

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The Conglomerate bloggers will be hanging out in the CALI booth in the AALS Exhibit Hall at 10 am today. If you are at the conference, please stop in!

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This past May I blogged about a proposal to the Professional Development Committee of the Association of American Law Schools for a "Workshop on Transactional Law." Earlier this week, I was invited to serve on the Planning Committee for that Workshop, which is to be held at the Mid-year Meeting of the AALS in 2009.

Transactional law is hot! And I couldn't be more pleased. In addition to this Workshop, Fred recently blogged about Emory's new Center for Transaction Law and Practice, which is hosting its own conference next May on Teaching Drafting and Transactional Skills: The Basics and Beyond.

One of my goals upon entering academe in 1994 was to bring a transactional perspective to my teaching and scholarship. I was inspired by Ronald Gilson's famous article, Value Creation by Business Lawyers: Legal Skills and Asset Pricing, 94 Yale L.J. 239 (1984), and by the AALS Workshop on the Transactional Approach to Law, held on October 13-15, 1994. I hope that this new conference will inspire a new generation of law scholars to take transactions seriously.

With regard to legal scholarship, I would be remiss if I didn't mention my paper (with Brayden King) on Contracts as Organizations. Since posting that paper, I have connected with a number of young scholars who have an interest in the empirical study of contracts, and I look forward to reading more such work in the near future.

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In April, I posted the Call for Papers from the AALS Section on Business Associations. The deadline for submissions is today, so you still have a few hours to get that summary of your paper to me.

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My light blogging this week is easy to explain: I have been completely immersed in drafting a proposal to the Professional Development Committee of the Association of American Law Schools for a "Workshop on Transactional Law." This project started with a post on "Training Dealmakers in Law School" by Usha Rodrigues. That post inspired me to write a response, which included an off-the-cuff suggestion for a transactional conference (go to the end of the post). Darian Ibrahim followed close on my heels with another post endorsing a conference on transactional law, and we were off and running.

That was last October.

A number of people besides Darian and Usha responded to my suggestion for a conference, and we formed a drafting committee, which met for some preliminaries at the AALS Annual Meeting in January. Progress was slow during winter semester, but the power of deadlines kicked in on Memorial Day, and I have been researching and drafting ever since.

I will submit the proposal to the AALS later today. Here is the first paragraph:

This proposal describes a two-day workshop on transactional law to be held at a Mid-Year Meeting of the Association of American Law Schools ("AALS"). "Transactional law" refers to the various substantive legal rules that influence or constrain planning, negotiating, and document drafting in connection with business transactions, as well as the "law of the deal" (i.e., the negotiated contracts) produced by the parties to those transactions. Transactional law touches many substantive areas of law, but it is most closely identified with bankruptcy, business associations, contracts, commercial law, intellectual property, securities regulation, and taxation. The study of transactional law is attentive to the role of lawyers in consummating business transactions, thus implying some consideration of "transactional skills" – planning, negotiating, and document drafting. While business law clinics have been at the forefront of teaching transactional skills, this workshop will focus on transactional law as part of the non-clinical curriculum and in legal scholarship.

This is a popular idea. In addition to the 11 members of the drafting committee, the proposal has been endorsed by eight AALS Section Chairs or Chairs-Elect.

Thanks to all who participated in the drafting process. Now it's time for the AALS Professional Development and Executive Committees to do the right thing and authorize the workshop.

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