The Archives

Everything written by Elizabeth Nowicki on law, economics, and more

*Why* Are Directors Awarding Spring-Loaded Options?

Of late, my colleagues on the internet have been blogging about stock options – notably discussing backdating and “spring-loading.�  My colleagues have done a fine job with debating whether or not the latter is illegal (and/or reprehensible) and discussing the status of play with the former. My contribution to the discussion is to ask “what ... *Why* Are Directors Awarding Spring-Loaded Options?

Philip Morris v. Williams

Yet another *ANOTHER* products liability and disclosure case is in the news!  The Supreme Court has granted certiorari in Philip Morris v. Williams. This case was brought against Philip Morris by the widow of a smoker, who maintained that Philip Morris’s fraudulent and negligent conduct regarding disclosure about cigarettes, lung cancer, safety risks, and related ... Philip Morris v. Williams

Home Depot Directors – It’s not you, it’s *me.*

Bill Sjostrom broke the news of the disgraceful absence of directors at the recent Home Depot shareholders’ meeting here. I found the story so scandalous, however, that I did a bit more digging, just to see what sort of rationale for missing the meeting was proffered by the truant HD directors. All I found was ... Home Depot Directors – It’s not you, it’s *me.*

Lay *and* Skilling Found Guilty

See here! Skilling was found guilty of 19 counts (incl. conspiracy, fraud, false statements and insider trading). Lay was found guilty on 6 counts (fraud and conspiracy). I imagine both men will make model prisoners, although Lay might be the better prisoner, since he is very good at closing his eyes to bad things and ... Lay *and* Skilling Found Guilty

W$J Letters to the Editor; Organ Sales; Prostitution

You might have noticed that prostitution was on my list of things to talk about while blogging on truthonthemarket.  Had I been blogging a decade ago, both prostitution *and* organ sales would have been on my list. You see, I have maintained for over a decade that the Supreme Court’s plurality opinion in Planned Parenthood v. ... W$J Letters to the Editor; Organ Sales; Prostitution

Defining Words

Words and their meanings can be tricky as an absolute matter; moreso when used as tools in the law.  I have vague recollections of the interesting cases from first year contracts class where the contracting parties had gotten themselves all tied up by attributing differing meanings to the same words.  Good times, good times.  And the ... Defining Words

The Merck Directors and the Vioxx Debacle: A Good Chance to Revisit the Phrase “In Good Faith�

Have we already discussed the In re Merck & Co. opinion (2006 WL 1228595 (D.N.J. May 6, 2006)), wherein we find a curious demand futility discussion regarding the Vioxx debacle? Please tell me that someone out there in the blogosphere has already dissected the opinion at length. No? On May 5, 2006, Federal District Court ... The Merck Directors and the Vioxx Debacle: A Good Chance to Revisit the Phrase “In Good Faith�

Rules.

I basically like rules. Rules, laws, parameters, boundaries. I tend to be more of a visual thinker, so rules allow me to create mental boxes into which I can visually put ideas. And, setting aside my own cognitive style, rules keep the world organized. We all know what to expect from each other if we ... Rules.

Bausch & Lomb, Securities Fraud, and Director Liability

You might have noticed that the current Bausch & Lomb product recall is on my list of things to blog about. Let us start in on it: As you likely know, Bausch & Lomb announced a worldwide recall yesterday of its MoistureLoc product. This recall comes about a month after B&L disclosed concerns about and ... Bausch & Lomb, Securities Fraud, and Director Liability

It is nice to be here!

“A [] party!  I’m so glad I wore my pretty dress!� (I will mail a University of Richmond Law School mug to the first person who can identify the speaker and origin of the above quote.) I am leading off my first Truth On The Market post with such a festive quote because I am ... It is nice to be here!