Benefit Corporations: A Proposal for Assessing Liability in Benefit Enforcement Proceedings

There has been a growing trend of more socially conscious consumption as a new generation of consumers and business leaders rises to the forefront. This trend has elicited a response from existing corporations and entrepreneurs starting new businesses such that socially-minded goals are taken into account in addition to profit-maximizing goals. Because the traditional corporation models restricted the ability of businesses to serve both socially-conscious and profit-maximizing goals simultaneously, new fourth sector corporations that combine aspects of the traditional for-profit, non-profit, and government sectors have been increasing in number. The most notable of these fourth sector corporations are benefit corporations, which are for-profit entities that claim to serve a general public benefit. Since the benefit corporation was first recognized in Maryland in 2010, it has garnered much criticism. Some argue that the new entity does not do enough to enhance the general public welfare, whereas others argue that the new corporate form is unnecessary to achieve beneficial goals. There appears to be a consensus, however, that crucial issues exist in the regulation of benefit corporations that the courts have not yet had the opportunity to address. One of these issues is the difficulty in assessing and enforcing the socially-conscious goals that benefit corporations claim to promote. This Note discusses the existing benefit corporation debate in four parts: Part I introduces the rise of the benefit corporation and its recent trends; Part II assesses the advantages of the benefit corporation; Part III considers its current limitations; and Part IV suggests a method of addressing the ambiguity in evaluating director liability in benefit enforcement proceedings

Benefit Corporations: A Proposal for Assessing Liability in Benefit Enforcement Proceedings

There has been a growing trend of more socially conscious consumption as a new generation of consumers and business leaders rises to the forefront. This trend has elicited a response from existing corporations and entrepreneurs starting new businesses such that socially-minded goals are taken into account in addition to profit-maximizing goals. Because the traditional corporation models restricted the ability of businesses to serve both socially-conscious and profit-maximizing goals simultaneously, new fourth sector corporations that combine aspects of the traditional for-profit, non-profit, and government sectors have been increasing in number. The most notable of these fourth sector corporations are benefit corporations, which are for-profit entities that claim to serve a general public benefit. Since the benefit corporation was first recognized in Maryland in 2010, it has garnered much criticism. Some argue that the new entity does not do enough to enhance the general public welfare, whereas others argue that the new corporate form is unnecessary to achieve beneficial goals. There appears to be a consensus, however, that crucial issues exist in the regulation of benefit corporations that the courts have not yet had the opportunity to address. One of these issues is the difficulty in assessing and enforcing the socially-conscious goals that benefit corporations claim to promote. This Note discusses the existing benefit corporation debate in four parts: Part I introduces the rise of the benefit corporation and its recent trends; Part II assesses the advantages of the benefit corporation; Part III considers its current limitations; and Part IV suggests a method of addressing the ambiguity in evaluating director liability in benefit enforcement proceedings

Rights at Risk in Privatized Public Housing

Traditional public housing is dwindling. Federal policy has increasingly encouraged privatization, shifting stewardship of public housing out of the hands of government and into the hands of private, for-profit companies. Privatization in this context has both benefits and risks. A particularly compelling area of study is the attempt by lawmakers to conscript private contractors into serving public policy goals. Private landlords are obligated not merely to provide housing, but to conduct themselves in ways that promote the interests of vulnerable people. The case of public housing suggests that legislative mandates and contractual obligations are not enough to assure this outcome, and must be accompanied by a commitment to vigorous monitoring and enforcement

Poverty, Dignity, and Public Housing

Antipoverty efforts are persistently subverted by broad societal contempt for poor people. The belief that poor people are morally and behaviorally inferior, and that their personal failings are the cause of their own poverty, is a staple of American opinion polls and political rhetoric. This presumption is so widespread that it even permeates antipoverty programs, which treat poor people with disdain even as they offer aid and assistance. Income discrimination creates not just social stigma, but legal inequalities. The Supreme Court recognized some forty years ago that welfare law promoted wealth-based Constitutional inequalities, and responded by invoking the doctrines of equal protection and due process to protect the rights of the poor. The Court grounded these rulings in an affirmation of the human dignity of all people, regardless of wealth. Yet these dignitary rulings have not prevented societal discrimination against the poor from flourishing. This societal discrimination has consistently undermined antipoverty initiatives and turned programs meant to alleviate suffering into tools of subordination

From Socrates to Selfies: Legal Education and the Metacognitive Revolution

Metacognitive thinking, a methodology for mastering intellectually challenging material, is revolutionizing legal education. Metacognition empowers people to increase their mental capabilities by discovering and correcting flaws in their thinking processes. For decades, legal educators have employed metacognitive strategies in specialized areas of the curriculum. Today, metacognition has the potential to transform legal education curriculum-wide.Current scholarship is rich, generous, and creative in exploring how metacognition can be used to enrich specific sectors of the law curriculum. What is missing, however, is a holistic examination of how metacognitive theory and practice have developed across these different sectors, with the purpose of improving the theoretical framework and increasing its effectiveness. This Article comprehensively reviews the many facets of the metacognitive revolution, drawing parallels for the first time between experiential and non-experiential pedagogies and further relating them to recent accreditation mandates. It then addresses the likelihood that an important phase of the metacognitive revolution—the mandate to implement formative assessments with meaningful feedback—might be widely but poorly implemented, and thus cause more harm than benefit. To mitigate this problem, the Article suggests two new ways of conceptualizing what constitutes “meaningful feedback.” The first is that for feedback to be meaningful, it must be accompanied by metacognitive reflection. The second is that feedback takes on meaning when prefaced by the deconstruction and abstraction, or “naming,” of legal thinking processes. Both insights emerge only upon a holistic examination of metacognitive theory and practice as they have developed across disparate sectors of the legal curriculum

Rights at Risk in Privatized Public Housing

Traditional public housing is dwindling. Federal policy has increasingly encouraged privatization, shifting stewardship of public housing out of the hands of government and into the hands of private, for-profit companies. Privatization in this context has both benefits and risks. A particularly compelling area of study is the attempt by lawmakers to conscript private contractors into serving public policy goals. Private landlords are obligated not merely to provide housing, but to conduct themselves in ways that promote the interests of vulnerable people. The case of public housing suggests that legislative mandates and contractual obligations are not enough to assure this outcome, and must be accompanied by a commitment to vigorous monitoring and enforcement

Can You Hear Me Now?: Making Participatory Governance Work for the Poor

Participatory governance engages people who are affected by a problem in the process of solving it. A participatory-governance approach to inner-city crime, for example, might include local residents in the process of designing a community-policing program. In recent decades, courts, legislatures, administrative agencies, and other institutions all have used participatory-governance approaches to tackle complex problems of law and public policy. Some herald the potential for participatory-governance schemes to improve legal and policy outcomes, increase institutional accountability, empower marginalized groups, and further democratic ideals of self-determination and equality. Yet participatory-governance schemes can also promote the capture of public power by private interests, the evasion of accountability, and the deepening subordination of already marginalized communities. This is especially true when marginalized stakeholders are unable to meaningfully participate in the process. This article seeks to articulate a conceptual framework for better promoting meaningful participation by marginalized stakeholders. To do so, it draws a seemingly unlikely parallel between participatory governance systems and business transactions. Applying the framework to both court-based and non-court-based systems, it analyzes how various mechanisms might be used to promote meaningful participation by marginalized stakeholders. It concludes that where such participation cannot actively be promoted, the participatory approach should be rejected in favor of other problem-solving methods

Turning Participation Into Power: A Water Justice Case Study

This Article offers a revamped model of participatory governance—the Constituent Empowerment Model (CE Model)—which affirmatively shifts power to the voices of marginalized constituents so that they can influence governmental policy. The CE Model focuses on three concepts necessary to produce this shift in power to those who are traditionally unheard: operationalized (feasibly realized) participation; constituent primacy; and structural accountability. To illustrate how a CE system might be constructed, this Article examines a model recently adopted in the city of Baltimore, Maryland, that is designed to shift the balance of power between the water utility and its customers. Baltimore offers a blueprint for how this new form of participatory governance could make local institutions more responsive to the needs of disempowered constituents

Gradient-based Inference for Networks with Output Constraints

Practitioners apply neural networks to increasingly complex problems in natural language processing, such as syntactic parsing and semantic role labeling that have rich output structures. Many such structured-prediction problems require deterministic constraints on the output values; for example, in sequence-to-sequence syntactic parsing, we require that the sequential outputs encode valid trees. While hidden units might capture such properties, the network is not always able to learn such constraints from the training data alone, and practitioners must then resort to post-processing. In this paper, we present an inference method for neural networks that enforces deterministic constraints on outputs without performing rule-based post-processing or expensive discrete search. Instead, in the spirit of gradient-based training, we enforce constraints with gradient-based inference (GBI): for each input at test-time, we nudge continuous model weights until the network's unconstrained inference procedure generates an output that satisfies the constraints. We study the efficacy of GBI on three tasks with hard constraints: semantic role labeling, syntactic parsing, and sequence transduction. In each case, the algorithm not only satisfies constraints but improves accuracy, even when the underlying network is state-of-the-art.Comment: AAAI 201