Resonant satellite geodesy study Final report

Resonant satellite orbits for determining geopotential constant

The CTS Gambit: Stanching the Federalization of Corporate Law

This Article sets out a federalism perspective on CTS and explores the wisdom of the Court\u27s federalism gambit, comparing the current incorporation- based antitakeover regime with the likely product of a federal response. Part I considers the regulatory, market, and political landscape of corporate law and state antitakeover statutes. It explores the facilitative nature of state corporate law and its unique federalism implications, of which the relevant federal and state players have been acutely aware. Part II summarizes the CTS preemption and dormant commerce clause analysis, highlighting the Court\u27s analytical and doctrinal foibles. It criticizes the Court\u27s refusal to inquire meaningfully into the Indiana statute\u27s political genesis or its effects, which the Court downplays in its preemption analysis and virtually disregards under the dormant commerce clause. This part asserts that CTS constitutionalizes the internal affairs doctrine-the state choice of law rule that the manager-shareholder relationship is governed by the law of the chartering state-and considers the extent to which the Court reserves a federalism gatekeeping role. Part III considers and rejects a variety of suggested hypotheses that explain CTS\u27s blindness and its curious doctrinal results. In addition to exploring how the Court sought to preserve incorporation-based private ordering of corporate governance, it discusses the Court\u27s attempts to minimize the possibility of any federal response. Part IV summarizes the current state of corporate federalism, in particular the response following CTS by the relevant players. It reaches some conclusions about the legality of the current and evolving antitakeover regime, conclusions that readily flow from a federalism perspective of CTS. Part V evaluates the forces that constrain antitakeover statutes at the state level and considers the wisdom of CTS, comparing the corporate political economy at the federal and state levels. It concludes that far more forces than recognized constrain state antitakeover statutes-for example, the threat of federal intervention (always looming in the wings) and the rhetoric of populism. It then considers the political stalemate that broad-based representation at the federal level has produced and, in the face of congressional paralysis, the Court\u27s role as a catalyst for ensuring a legitimate federalism

ESSAY: Corporate Triplespeak: Responses by Investor-Owned Utilities to the EPA’s Proposed Clean Power Plan

During the year following the EPA’s proposed Clean Power Plan to regulate CO2 emissions in the power sector, the largest investor-owned electric utilities engaged in a curious triplespeak. Employing the moral language of political conservatives, the utilities focused on whether and how the EPA had transgressed its “traditional” regulatory role, thus altering the “structure” of energy federalism and potentially “degrading” orderly power supplies. In disclosure filings with the Securities and Exchange Commission, the utilities used the moral language of political libertarians, focusing on the “financial risks” that federal government “intervention” poses to efficient power “markets” and to the “freedom” of utilities to match energy supplies and customer demand. Meanwhile, in their Corporate Social Responsibility reports, the utilities used the moral language of political progressives. In many instances the same utility company took all of these seemingly inconsistent stances at about the same time. In some respects this triplespeak is unremarkable. Investors tend to believe in free markets and are more libertarian; regulators tend to believe in the status quo and are more conservative; and the socially-responsible public is more concerned about consumer welfare and environmental damage and is more progressive. But these explanations are incomplete. This essay suggests an answer: the utilities engaged in triplespeak as an adaptive measure. Faced with unprecedented business, regulatory, and technological change—not to mention the changes to climate wrought by carbon-generated electricity—the utilities used triplespeak as a way to begin a process of self-transformation. The utilities’ different moral takes on the EPA proposal—each a moral mutation—prepare the industry to respond to an uncertain, volatile future. Whether the power sector’s future is market-based, regulation-dependent, or ecology-driven (or even, and more likely, a combination of these forces), the large utilities responded to the EPA’s proposal by honing their vocabulary to explain their moral choices—whatever they might be