Texas A&M University School of Law

We report strong OLS and instrumental variable evidence that an overall cor-porate governance index is an important and likely causal factor in explaining the market value of Korean public companies. We construct a corporate gov-ernance index (KCGI, 0;100) for 515 Korean companies based on a 2001 Korea Stock Exchange survey. In OLS, a worst-to-best change in KCGI predicts a 0.47 increase in Tobin’s q (about a 160 % increase in share price). This effect is statistically strong (t 6.12) and robust to choice of market value variable (Tobin’s q, market/book, and market/sales), specification of the governance

This article examines the effects of negotiated interaction on the production and development of question forms in English as a second language (ESL). The study focused on one feature of interaction, recasts, which have recently been the topic of interactional work in the SLA literature (Long, 1996; Long, Inagaki, & Ortega, this issue; Lyster & Ranta, 1997; Oliver, 1995). The study compared groups of learners who received interactionally modified input with learners who received the same input containing intensive recasts in order to investigate: (a) the effect of recasts on learners' short term interlanguage (IL) development, and (b) the nature and content of learners' responses to recasts. The results suggest that for more advanced learners, interaction with intensive recasts may be more beneficial than interaction alone in facilitating an increase in production of targeted higher‐level morphosyntactic forms. These positive developmental effects were found for recasts even though, as is generally acknowledged in the discourse, recasts were usually not repeated and rarely elicited modification by the learners. This study, therefore, suggests that recasts may be beneficial for short term IL development even though they are not incorporated in learners' immediate responses. In fact, the responses may be red herrings.

Harmful lies are nothing new. But the ability to distort reality has taken an exponential leap forward with “deep fake” technology. This capability makes it possible to create audio and video of real people saying and doing things they never said or did. Machine learning techniques are escalating the technology’s sophistication, making deep fakes ever more realistic and increasingly resistant to detection. Deep-fake technology has characteristics that enable rapid and widespread diffusion, putting it into the hands of both sophisticated and unsophisticated actors. While deep-fake technology will bring with it certain benefits, it also will introduce many harms. The marketplace of ideas already suffers from truth decay as our networked information environment interacts in toxic ways with our cognitive biases. Deep fakes will exacerbate this problem significantly. Individuals and businesses will face novel forms of exploitation, intimidation, and personal sabotage. The risks to our democracy and to national security are profound as well. Our aim is to provide the first in-depth assessment of the causes and consequences of this disruptive technological change, and to explore the existing and potential tools for responding to it. We survey a broad array of responses, including: the role of technological solutions; criminal penalties, civil liability, and regulatory action; military and covert-action responses; economic sanctions; and market developments. We cover the waterfront from immunities to immutable authentication trails, offering recommendations to improve law and policy and anticipating the pitfalls embedded in various solutions.

The purpose of competitive strategy is to achieve a sustainable competitive advantage (SCA) and thereby enhance a business's performance. The authors focus on the distinctive organizational skills and resources underlying SCA in service industries and the moderating effects of the characteristics of services, service industries, and firms within an industry on the skills and resources underlying a business's competitive positional advantages. The proposed conceptual model of SCA in service industries and propositions builds on relevant literature in the fields of marketing, strategic management, and industrial organization economics.

The purpose of competitive strategy is to achieve a sustainable competitive advantage (SCA) and thereby enhance a business's performance. The authors focus on the distinctive organizational skills and resources underlying SCA in service industries and the moderating effects of the characteristics of services, service industries, and firms within an industry on the skills and resources underlying a business's competitive positional advantages. The proposed conceptual model of SCA in service industries and propositions builds on relevant literature in the fields of marketing, strategic management, and industrial organization economics.

Regime design choices in international law turn on empirical claims about how states behave and under what conditions their behavior changes. Substantial empirical evidence suggests three distinct mechanisms whereby states and institutions might influence the behavior of other states: coercion, persuasion, and acculturation. Several structural impediments preclude effective implementation of coercion- and persuasion-based regimes in human rights law--yet these models of social influence inexplicably predominate in international legal studies. In this Article, we first describe in some detail the salient conceptual features of each mechanism of social influence. We then link each of the identified mechanisms to specific regime design characteristics--identifying several ways in which acculturation might occasion a rethinking of fundamental regime design problems in human rights law. Through a systematic evaluation of three design problems--conditional membership, precision of obligations, and enforcement methods--we elaborate an alternative way to conceive of regime design. We maintain that (1) acculturation is a conceptually distinct social process through which state behavior is influenced; and (2) the regime design recommendations issuing from this approach defy conventional wisdom in international human rights scholarship. This exercise not only recommends reexamination of policy debates in human rights law, it also provides a conceptual framework within which the costs and benefits of various design principles might be assessed. Our aim is to improve the understanding of how norms operate in international society with a view to improving the capacity of legal institutions to promote respect for human rights.

Although living persons donate kidneys, cadaveric donors are the main source of solid organs for transplantation. Yet cadaveric donations have never been sufficient to meet the needs of persons with end-stage organ disease. One factor among many that limits the availability of cadaveric organs is the dead donor rule--the ethical and legal rule that requires that donors not be killed in order to obtain their organs. Laws and norms against homicide forbid killings done for any purpose, including killings done to obtain organs to save the life of others. These laws and norms apply even if the person is unconscious, extremely debilitated, or very near death. The effect is to create the dead donor rule--the rule that states that organ retrieval itself cannot cause death. Removal of organs necessary for life prior to demise would violate the dead donor rule regardless of the condition or consent of the donor because removal of those organs would kill the donor. Removal of nonvital organs prior to death would not violate the rule, though it would implicate other laws and ethical norms. Laws and norms against killing are most clearly applicable when the person killed has not consented to the killing. But they also apply when a person requests death, whether to avoid suffering or to provide organs for transplant. The dead donor rule would thus prevent a person from committing suicide in order to provide organs to his family or others. In the short run the rule is deontologic rather than utilitarian, for it prevents the killing of one person for organs that would save the three or more lives that can be saved by a single cadaveric donor. The dead donor rule is a center piece of the social order's commitment to respect for persons and human life. It is also the ethical linchpin of a voluntary system of organ donation, and helps maintain public trust in the organ procurement system. Although it is possible that some changes in the dead donor rule could be adopted without a major reduction in protection of persons and public trust, changes in the rule should be measured by their effect on both those functions. Several recent proposals to increase the supply of cadaveric organs would create exceptions to the dead donor rule to allow donation when the donor lacks an upper brain and will imminently die (anencephalic infants) or will be executed (death row prisoners).[1] These proposals do not challenge the rule's core function of protecting persons against unwanted demise. They do not, for example, propose a survival lottery in which persons are picked by chance to be killed to provide organs to several others.[2] Nor would they permit competent persons to choose suicide by organ retrieval in order to save others. Instead, they would modify the rule at the margins of human life. Proposals to permit donation from anencephalic infants or condemned prisoners aim to maintain respect for the core values underlying the dead donor rule while concluding that the benefits of relaxing the rule in these marginal cases outweigh the loss in respect for life and trust in the transplant system that might result. In contrast, proposals to retrieve organs from non-heart-beating donors claim to respect the dead donor rule as such by permitting organ retrieval only after the donor has been pronounced dead on cardiopulmonary grounds. Ethical controversy arises there, however, because uncertainties in determining cardiopulmonary death create a risk that the donor will not be dead when organ retrieval occurs, but will die as a result of the retrieval itself. A closely related question concerns whether it is ethically acceptable for physicians to implement proposals that violate the dead donor rule in these marginal cases. From the time of Hippocrates, codes of medical ethics have condemned killing by physicians. This tradition continues strongly today in medical, ethical, and legal opposition to active euthanasia, physician-assisted suicide, and the participation of physicians in capital punishment and torture. …

A central problem in conducting an event study of the valuation effects of corporate governance reforms is that most reforms affect all firms in a country. Share price changes may reflect the reforms, but could also reflect other information. We address this identification issue by studying India's adoption of major governance reforms (Clause 49). Clause 49 requires, among other things, audit committees, a minimum number of independent directors, and CEO/CFO certification of financial statements and internal controls. The reforms were sponsored by the Confederation of Indian Industry (an organization of large Indian public firms), applied initially to larger firms, and reached smaller public firms only after a several‐year lag. The difference in effective dates offers a natural experiment: large firms are the treatment group for the reforms; small firms provide a control group for other news affecting India generally. The May 1999 announcement by Indian securities regulators of plans to adopt what became Clause 49 is accompanied by a 4 percent increase in the price of large firms over a two‐day event window (the announcement date plus the next trading day), relative to smaller public firms; the difference grows to 7 percent over a five‐day event window and 10 percent over a two‐week window. Mid‐sized firms had an intermediate reaction. Faster‐growing firms gained more than other firms, consistent with firms that need external equity capital benefiting more from governance rules. Cross‐listed firms gained more than other firms, suggesting that local regulation can sometimes complement, rather than substitute for, the benefits of cross‐listing. The positive reaction of large Indian firms contrasts with the mixed reaction to the Sarbanes‐Oxley Act (which is similar to Clause 49 in important respects), suggesting that the value of mandatory governance rules may depend on a country's prior institutional environment.

Abstract We ran two experiments to test whether people value objects more highly when they obtain those objects due to exemplary performance at a task. In the first, subjects who believed they had obtained a prize due to their performance on a classroom exercise valued it more highly than those who believed they had obtained it by chance. In the second, subjects who obtained a prize due to exemplary performance on a task valued it more highly than those who obtained it due to their poor performance. In both experiments, this ‘source dependence’ effect is approximately equal in strength to the endowment effect, which compares the valuation of subjects with and without the prize. We suggest a possible explanation for this source‐dependence effect based on associationism, and rule out two alternative explanations.

It is now conventional wisdom that the proliferation of ethnic-based violence constitutes the greatest threat to public order and human rights since the lifting of the Iron Curtain. The eruption of hatreds, whether suppressed or ignored for a half century or newly arisen, has unleashed centrifugal forces that are pulling states apart from Africa to Europe to South and Central Asia. To date, the response of the effective decision makers in the international community has been ambiguous and inconstant: the United Nations member states reiterate the importance of the unity of all states, but they accept accomplished breakups after the fact, all the while insisting on the protection of minorities within states. Political philosophers struggle with the circumstances under which secession and dissolution are desirable; international law declares the lack of either a blanket right to, or prohibition against, secession and seemingly relegates its achievement to a pure power calculus.

The Affordable Care Act encourages workplace wellness programs, chiefly by promoting programs that reward employees for changing health-related behavior or improving measurable health outcomes. Recognizing the risk that unhealthy employees might be punished rather than helped by such programs, the act also forbids health-based discrimination. We reviewed results of randomized controlled trials and identified challenges for workplace wellness programs to function as the act intends. For example, research results raise doubts that employees with health risk factors, such as obesity and tobacco use, spend more on medical care than others. Such groups may not be especially promising targets for financial incentives meant to save costs through health improvement. Although there may be other valid reasons, beyond lowering costs, to institute workplace wellness programs, we found little evidence that such programs can easily save costs through health improvement without being discriminatory. Our evidence suggests that savings to employers may come from cost shifting, with the most vulnerable employees--those from lower socioeconomic strata with the most health risks--probably bearing greater costs that in effect subsidize their healthier colleagues.

It has been argued that a firm's propensity to violate federal laws and regulations is related to firm size, diversity, financial pressures, and organizational structure and processes (Clinard & Yeager, 1980). The current paper tests these propositions using United States data from the Occupational Safety and Health Administration and the Environmental Protection Agency. The findings offer at best weak support for some of these propositions while strongly suggesting that most are invalid. The results have important implications for future research and practice.

The international community has worked toward a global law of contracts for the last century. These efforts include the Uniform Law on the International Sale of Goods, the Uniform Law on the Formation of Contracts for the International Sale of Goods, the UNIDROIT Principles of International Commercial Contracts, the Principles of European Contract Law, and the Vienna Convention for the International Sales of Goods (CISG). These texts are all tremendous achievements in their own right. However, they reflect a delicate juxtaposition of the two primary legal systems of the world --- the civil law and the common law. A consequence of this tension has been that the texts are full of compromises between the two systems. This article seeks to determine, between the two great and dominant legal systems of the world --- the common law and the civil law --- which of the two is more workable and efficacious in implementing any future effort at such a sophisticated system of international contracts law. I believe that the civil law may prove a more pragmatic and politically expedient solution to this dilemma, for the following reasons: (1) the civil law would be more distinctly unifying of the international law of contracts, (2) the civil law would minimize the surrender of nations’ sovereignty to an international regime of contract law, primarily by promulgating a comprehensive code and eliminating stare decisis, (3) the characteristics of the international contract law – in excess of one thousand years old, and simultaneously a new supranational regime in the embryonic stages – are such that codification is especially appropriate for immediate implementation of any such regime, (4) common law jurisdictions have evidenced increasing amenability to codification of existing law and have also revealed an observable trend away from strict adherence to stare decisis, whereas there is no discernible converse trend in civilian jurisdictions and (5) other considerations – including the sheer population numbers which weigh in favor of the civil law – point toward implementing a civilian international contracts code as the logical and pragmatic solution.

This study synthesizes the findings of social skills interventions conducted with 3- to 5-year-old children with disabilities between 1975 and June of 1999. An extensive search of the professional literature yielded a total of 23 group-design intervention studies that met criteria for inclusion in the synthesis. The synthesis provides a description of the purpose, procedures, measures, and findings of each study as well as an analysis of effect size outcomes in relation to critical features of the primary studies. Positive outcomes were associated with a range of interventions, including modeling, play-related activities, rehearsal/practice, and/or prompting.

Using a comprehensive database of closed claims maintained by the Texas Department of Insurance since 1988, this study provides evidence on a range of issues involving medical malpractice litigation, including claim frequency, payout frequency, payment amounts, defense costs, and jury verdicts. The data present a picture of stability in most respects and moderate change in others. We do not find evidence in claim outcomes of the medical malpractice insurance crisis that produced headlines over the last several years and led to legal reform in Texas and other states. Controlling for population growth, the number of large paid claims (over $25,000 in real 1988 dollars) was roughly constant from 1990–2002. The number of smaller paid claims declined. Controlling for inflation, payout per large paid claim increased over 1988–2002 by an estimated 0.1 percent (insignificant) to 0.5 percent (marginally significant) per year, depending on the data set we use. Jury awards increased by an estimated 2.5 percent (insignificant) to 3.6 percent (marginally significant) per year, depending on the data set, but actual payouts in tried cases showed little or no time trend. Real defense costs per large paid claim rose by 4.2–4.5 percent per year. Real total cost per large paid claim, including defense costs, rose by 0.8–1.2 percent per year.

Journal Article Internationales Einheitsrecht Get access Internationales Einheitsrecht. By Kropholler Jan. Tubingen: Mohr, 1975. Pp. 386. Heribert Golsong Heribert Golsong *Professor of Law, Heidelberg; Visiting Professor of Law, University of Texas at Austin Search for other works by this author on: Oxford Academic Google Scholar The American Journal of Comparative Law, Volume 27, Issue 1, Winter 1979, Pages 145–149, https://doi.org/10.2307/839950 Published: 01 January 1979

Most American publicly held corporations have a one-share, one-vote structure, in which voting power is proportional to economic ownership. This gives shareholders economic incentives to exercise their voting power well and helps to legitimate managers' exercise of authority over property the managers do not own. Berle-Means' separation of ownership and control suggests that shareholders face large collective action problems in overseeing managers. Even so, mechanisms rooted in the shareholder vote, including proxy fights and takeover bids, constrain managers not to stray too far from shareholder wealth maximization. The derivatives revolution and other capital market developments threaten this familiar pattern. Both outside investors and insiders can now readily decouple economic ownership of shares from voting rights to those shares. This decoupling - which we call the new vote buying - is often hidden from public view and is largely untouched by current regulation. Hedge funds have been especially creative in decoupling voting rights from economic ownership. Sometimes they hold more votes than economic ownership, a pattern we call empty voting. That is, they may have substantial voting power while having limited, zero - or, indeed, negative - economic ownership. Sometimes they hold undisclosed economic ownership, a pattern we call hidden ownership. Often, the hidden owners also have morphable voting rights - the de facto ability to acquire the votes if needed. Insiders can also use empty voting techniques. This article analyzes the new vote buying and its corporate governance implications. We propose a taxonomy of the new vote buying that unpacks its functional elements. We discuss the implications of decoupling for control contests and other shareholder oversight. We also propose a disclosure-based regulatory response. Our disclosure proposal would integrate and simplify five existing, inconsistent share ownership disclosure regimes, and is worth considering independent of its value with respect to decoupling. In the longer term, substantive responses to empty voting may be needed; we sketch some possible responses. ** This article has two companion works, one directed at an academic legal audience and the second at a finance audience. For the former, see Hu & Black, The New Vote Buying: Empty Voting and Hidden (Morphable) Ownership, 79 Southern California Law Review 811-908 (2006), also available at http://ssrn.com/abstract=904004. For the latter, see Hu & Black, Hedge Funds, Insiders, and Empty Voting: Decoupling of Economic and Voting Ownership in Public Companies, Journal of Corporate Finance, vol. 13, pp. 343-367 (2007), nearly final version available at http://ssrn.com/abstract=874098. **

This study extends recent research on the power transition and hegemonic stability theory to the preindustrial era. It improves on the original power transition theory by relaxing an assumption and by extending the empirical domain. Unlike the original power transition theory, the revised version is not restricted to the period after the industrial revolution and can therefore be applied to the preindustrial era. This study examines the empirical record prior to the industrial revolution to see whether the power transition and hegemonic stability theory holds for that period. The data for 1648 to 1815 indicate strong support for the power transition contention that a rough equality of power between rival sides increases the likelihood of war. That is, when the challenging great power, with its allies' support, catches up with the dominant power, great power war is most likely.

The EPA's evolving internal decisionmaking structures as they relate to the agency's primary function of promulgating rules and regulations are examined. As an agency addressing complex scientific, economic and technological issues, the EPA must draw upon many different kinds of expertise and has developed a unique version of "bureaucratic pluralism" as manifested in the "team" model that dominates the EPA's institutional thought process.

Assisted reproductive technologies (“ARTs”) have enabled many infertile couples to have children but have long been controversial. Opposition initially focused on the “unnaturalness” of laboratory conception and the doubts that healthy children would result. Once children were born, ethical debate shifted to the status and ownership of embryos and the novel forms of family that could result. The new century has brought forth both new and old ethical concerns. The growing capacity to screen the genomes of embryos has sparked fears of eugenic selection and alteration. In addition, concerns about safety have reasserted themselves. Several studies suggest that in vitro fertilization (“IVF”) may be associated with lower birth weights and major malformations. Ethical attention has also focused on whether all persons seeking ARTs should be granted access to them, regardless of their child-rearing ability, age, disability, health status, marital status, or sexual orientation.