Law and Economics Colloquium
Presents:
Ann Lipton
Tulane Law School
Capital Discrimination
Tuesday October 12, 2021
4:10pm – 5:45pm
ZOOM Meeting
https://zoom.us/j/99730854871
Abstract: The law of business associations does not recognize gender. The rights and responsibilities imposed by states on business owners, directors, and officers do not vary based on whether the actors are male or female, and there is no explicit recognition of the influence of gender in the doctrine. Sex and gender nonetheless may pervade business disputes. One co-owner may harass another co-owner; women equity holders may be forced out of the company; men may refuse to pay dividends to women shareholders. In some contexts, courts do account for these dynamics, such as when married co[1]owners file for divorce. But business law itself has no vocabulary to engage the influence of sex and gender, or to correct for unfairness traceable to discrimination. Instead, these types of disputes are resolved using the generic language of fiduciary duty and business judgment, with the issue of discrimination left, at best, as subtext. The failure of business law doctrine to confront how gender influences decisionmaking has broad implications for everything from the allocation of capital throughout the financing ecosystem to the lessons that young lawyers are taught regarding how to counsel their clients. This Article will explore how courts address – or fail to address – the problem of discrimination against women as owners and investors. Ultimately, the Article proposes new mechanisms, both via statute and through a reconceptualization of fiduciary duty, that would allow courts to recognize, and account for, gender-based oppression in business.
Ann M. Lipton is Tulane’s Law School's Associate Dean for Faculty Research, an appointment she received in 2021. Ann is an experienced securities and corporate litigator who has handled class actions involving some of the world’s largest companies, she joined the Tulane Law faculty in 2015 after two years as a visiting assistant professor at Duke University School of Law. In 2016, she was named as Tulane's first Michael M. Fleishman Associate Professor in Business Law and Entrepreneurship, and the following academic year she was named the Gordon Gamm Faculty Scholar, an appointment for early-career Tulane Law professors which provides the resources to expand their research and engagement with other scholars and the broader public. In 2020, one of her articles made the Corporate Practice Commentator's list of the 10 Best Articles of the year. Lipton clerked for U.S. Supreme Court Justice David Souter and 3rd U.S. Circuit Court of Appeals Judge Edward Becker before handling securities and corporate litigation at the trial and appellate levels at law firms in New York City. She also worked briefly for the Securities and Exchange Commission. As a scholar, Lipton explores corporate governance, the relationships between corporations and investors, and the role of corporations in society. Her articles have appeared in the Journal of Corporation Law, the Fordham Law Review, and the Georgetown Law Journal, among other publications. Beginning with the Ninth Edition, she will be one of the authors of the Securities Regulation: Cases and Materials casebook published by Aspen Publishers.
For further workshop information contact events.law@utoronto.ca
