From Bricks to Pajamas: The Law and Economics of Amateur Journalism

Weblogs have proliferated rapidly in recent years, attracting significant attention and generating important legal issues. Yet so far no coherent economic framework for addressing these issues exists. This Article begins to develop such a framework. It views blogs as the vanguard of what might be called amateur journalism. Because the Web and related technology have enabled low entry barriers, blogs can be an important source of specialized knowledge. However, bloggers do not work within a monitoring structure as in large news organizations, and individual blogs may be less accurate than conventional news sources. On the other hand, blogs as a whole are subject to strong self-correction mechanisms, including rapid feedback through comments on posts and by other blogs. Also, because most bloggers have low-powered incentives, regulation can easily deter them and thereby reduce the value of these self-correction and market mechanisms. The Article applies these insights to a variety of legal issues, including the journalist\u27s privilege, election laws, defamation and licensing laws, media ownership restrictions, copyright laws, and vicarious liability

Lawyers as Lawmakers: A Theory of Lawyer Licensing

Existing explanation of lawyer licensing focusing on the need to ensure lawyer quality are unconvincing. A license to a practice is a dubious signal of quality, the licensing requirement restricts the availability of legal services, and state licensing is subject to political capture by lawyers. There criticisms of lawyer licensing laws are increasingly important as the current system is threatened by changes in the legal services market and increased federal regulation of the legal profession. It is, therefore, time to reexamine the theory underlying the state licensing system. This Article provides an alternative rational for state licensing requirements. Lawyer licensing encourages lawyers to participate in lawmaking by capitalizing the benefits of their law-improvement effort in the value of the law license. In other words, the license gives lawyers a kind of property right in state law. State competition gives lawyers an incentive to favor welfare-maximizing state laws that make the state attractive as a location for businesses and a forum for litigation. This theory has important implication for both federalism and the scope and nature of lawyer licensing requirements

Directors\u27 Duties in Failing Firms

Despite many cases with seemingly contrary dicta, corporate directors of failing firms do not have special duties to creditors. This follows from the nature of fiduciary duties and the business judgment rule. Under the business judgment rule, the directors have broad discretion to decide what to do and in whose interests to act. There is some authority for a limited creditor right to sue on behalf of the corporation to enforce this duty. However, any such right does not make the duty one owed to creditors. The creditors individually may sue the corporation for breach of specific contractual, tort, and statutory duties, particularly on account of fraudulent conveyances. But the creditors are not owed general fiduciary protection even if they are subject to a special risk of abuse in failing firms

Statutory Forms for Closely Held Firms: Theories and Evidence from LLCs

Part II discusses a tax/regulation hypothesis under which tax and regulatory statutes shape business association statutes. Part III discusses an inefficiency hypothesis under which the public choice dynamics of legislatures, imperfect jurisdictional competition, and inherent constraints on the development of new standard forms prevent the development of efficient statutory standard forms. Part IV then analyzes these theories of LLCs in light of the actual development of LLCs. Part V concludes and discusses some public policy implications of the theories and evidence set forth in this Article