Category: Current CLR Online Vol.
The “Section 122 Revolution” in Delaware Corporate Law and What to Do About It
Zachary J. Gubler
Marie Selig Professor of Law, Arizona State University, Sandra Day O’Connor College of Law.
Recently, the Delaware General Assembly amended Delaware’s corporate code to allow boards to delegate their decision-making powers to stockholders via contract. These amendments are significant because they effectively overturn a recent Delaware Chancery opinion. They’re also problematic, for two reasons: (1) because they are out of step with the best reading of Delaware corporate law—what…
Feb 2025
New Vision, Old Model: How the FTC Exaggerated Harms When Rejecting Business Justifications for Noncompetes
Alan J. Meese
Ball Professor of Law and Director, Center for the Study of Law & Markets, William & Mary Law School.
The Federal Trade Commission has rejected consumer welfare and the Rule of Reason—standards that drove antitrust for 50 years—in favor of a “NeoBrandeisian” vision. This approach seeks to enhance democracy by condemning abuses of corporate power that restrict the autonomy of employees and consumers, regardless of impact on prices or wages. Pursuing this agenda, the…
Jun 2024