Professor Bainbridge...on law, politics, religion, culture & food
Law & Business
Minority Shareholder Voice
Benjamin Means relies on “Albert Hirschman’s classic insight that exit and voice are interrelated mechanisms” to argue that: Because minority shareholder oppression is made possible by the normal features of the close corporation – majority control, locked investment – courts face …Continue Reading...
First Day Blues
I love teaching, but I’m almost always in a bit of a funk the first few days of the spring semester. Maybe because we start so early here at UCLA. Who knows? But relief may be at hand: The end of …Continue Reading...
Why not a MBCA or DGCL version of UPA (1997) 103(b)?
A Business Associations student asked a very perceptive question today: Why don’t the Delaware General Corporation Law and the Model Business Corporation Act have a provision equivalent to UPA (1997) section 103(b)? To be sure, the close corporation shareholder agreement sections …Continue Reading...
Vote for PB.com
I’ve been nominated as having one of the top law professor blogs by the ABA Journal: This site is home to UCLA law professor Stephen Bainbridge’s three blogs devoted to law and business, wine and food, and punditry—the latter located …Continue Reading...
Transactional Engineers or Entomologists
Jeff Lipshaw has posted a really fun and thoughtful paper, entitled Beetles, Frogs, and Lawyers: The Scientific Demarcation Problem in the Gilson Theory of Value Creation: Recently, Ronald Gilson described a transactional lawyer turned law professor as someone who was a …Continue Reading...
Federalist Society Program on the SEC and the Financial Crisis
I am in Washington DC for the Federalist Society National Lawyers Convention. Tomorrow, Saturday, Nov. 22, I’m moderating the Federalist Society Corporations Practice Group Program on the Role of the SEC in the Financial Services Crisis, which will be held from …Continue Reading...
Stoneridge and the Supreme Court’s Dubious Track Record in Securities Cases
I recently ran across a very nice article by Professor Rodney Chrisman on the Stoneridge case, 26 QLR 839, in which he was kind enough to bring to bear a point I made about O’Hagan and extend it to Stoneridge: Commentators …Continue Reading...
Reflections on Two Decades in this Business
My essay Reflections on Twenty Years of Law Teaching is now up on the UCLA Law Review website. The abstract follows: On April 16, 2008, the author received the UCLA School of Law’s Rutter Award for Excellence in Teaching. This Essay …Continue Reading...
Wine & Food
Dancing Bull Chardonnay (California) 2007*
A second label of Rancho Zabaco, a Gallo brand. Simple and one dimensional, but clean, correct, and tasty. Peaches and apricots with a bit of citrus. Oak and alcohol in moderation make it food friendly. Grade: B-/B
Veuve Clicquot Ponsardin Demi-Sec (Champagne) NV
A lovely off-dry sparking wine. Pronounced peach and other stone fruit aromas and flavors. Plus toast and nuts on the palate. Perhaps a shade less effervescent than Veuve Clicquot’s dry Champagnes, but there’s still enough bubbles and acidity to make it …Continue Reading...
Darh Horse Cabernet Sauvignon Scharf Family Vineyard (Dry Creek County) 2004
An exceptional Cabernet, with deep and jammy berry and cocoa flavors. I’m not convinced it would age all that well, but it makes great drinking now with robust meat dishes. Grade: B++
Vote early and often
I’ve been nominated as having one of the top law professor blogs by the ABA Journal: This site is home to UCLA law professor Stephen Bainbridge’s three blogs devoted to law and business, wine and food, and punditry—the latter located …Continue Reading...
What (American) Wine Shall We Have for Thanksgiving?
Assuming a gathering of friends but not of wine snobs, you want good wines that will complement the food but not be the star attraction. Anyway, star attraction wines—well aged clarets, cabernets, or burgundies—don’t mesh well with Thanksgiving Day. Granted, roast …Continue Reading...
Domaine de la Chevalerie (Bourgueil) 2005
Regular readers know that I dote on Loire red wines.Their forward fruit and bright acidity make them a perfect match for the French bistro mealsof which I am inordinately fond. This Chevalerie was perfect with steak frites tonight, but it also …Continue Reading...
Louis M Martini Cabernet Sauvignon Monte Rosso Vineyard (Sonoma Valley) 2004*
Given this vineyard’s history, one expected more. It’s a medium bodied, soft tannin, early drinking Cabernet with good dark fruit but not a lotof complexity or nuance. Granted, it’s pretty young, but it doesn’t appear to have the stuffing for extended …Continue Reading...
Antinori Ornellaia (Tuscany) 1990
A brilliant super-Tuscan red wine. Wikipedia tells us that: Tenuta Dell’Ornellaia was established by Marchese Lodovico Antinori of the Antoniori family, behind one of Italy’s most historic negociant firms,[2] with the help of winemaker Tibor Gál. The property is adjacent to …Continue Reading...
Punditry
Quoted re Say on Pay
Financial Times has a long article on executive compensation: Opponents of measures such as “say on pay” - a proposed law that would give investors a non-binding annual vote on compensation - consider them both counterproductive and misguided. They argue that …Continue Reading...
Gaza and Double Effect
Over at Crooked Timber, Harry relates the following: David Velleman (NYU, Philosophy) observes (in an email to me) that CNN is describing the Israeli killing of civilians in Gaza as “unintentional” (he didn’t give me a link, but I believe him, …Continue Reading...
The USA Rent Asunder
Gordon Smith offers up a map of what the USA would look like if Russian academic Igor Panarin’s predicted break up takes place: I dote on this sort of stuff. So here’s a question for discussion: Assuming the USA were to …Continue Reading...
Will there by lawyers in heaven?
David Skeel thinks even heaven probably will might need lawyers. Whew.
Smart Stimulus Spending
David Skeel has an interesting idea for how the federal government ought to spend its stimulus dollars: The number of urban police officers per unit population held steady through the 1970s and 1980s, while urban violence steadily rose. In the 1990s, …Continue Reading...
Ribstein on Iseman v NYT
Remember the NY Times hit piece that implied an affair between John McCain and Vicki Iseman? Larry Ribstein’s got a very interesting analysis of Iseman’s defamation suit against the Times.
Punish Pirates
The world seems to have gone all wimpy when it comes to the Somali pirates. While I was on hiatus, a German warship foiled a pirate attack but then released the pirates. I don;t get this hesitancy to deal with the …Continue Reading...
Fun Maps
Strange Maps has two awesome new maps: Accidental maps: Puddles that look like the southern USA and so on. Preferred hot dog toppings in West Virginia. I dote on these regional food maps. I’m especially fond of the regional BBQ preference …Continue Reading...
