The Need to Understand Course Material

[Editor’s Note: This month, faculty members are posting on their exam taking tips. This is the second post in the series.]

Law students dread the exam process. This feeling is no surprise given the fact that in many courses examination grades become final grades. Unfortunately, agreement on a simple technique that maximizes effective learning does not exist. But there is some agreement on pitfalls that every student should avoid during times of study and review. One pitfall is failing to process and understand course material. It is so easy to simply turn the pages of a textbook or stare at a course outline that appears on a computer screen and then conclude: “I understand this topic. It’s clear as can be and I don’t need to review it again.” 

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Shareholder “Say on Pay” – Can it Expose Directors to Liability?

[Editor’s Note: Over the past month, faculty members have been posting on upcoming judicial decisions of particular interest. This is the fourth post in the series.]

In January of 2011, the Securities and Exchange Commission, as part of its implementation of the Dodd-Frank Wall Street Reform and Consumer Protection Act, began requiring U.S. public companies to provide their shareholders with a non-binding vote on the compensation of certain executive officers. This “say on pay” gives shareholders an advisory say on the amount of compensation paid to those executives. Related disclosure is also designed to prompt the board to consider how the “say on pay” vote affects its broader executive compensation policies and practices.

The Dodd-Frank Act specifically provides that the shareholder say-on-pay vote is not intended to affect directors’ fiduciary duties. Despite this, in at least two cases, shareholders have sued directors for breaches of their fiduciary duties, primarily on the basis that they implemented compensation practices that shareholder had voted against.

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Exam Preparation Advice – Practice Practice Practice

[Editor’s Note: This month, faculty members will post on their exam taking tips. This is the first post in the series.]

If my first year of law school was any indication, first year law students are looking ahead to final exams during the coming weeks with some trepidation.  Undoubtedly one of the main sources of that trepidation is the fear of the unknown – specifically, what is the final exam going to look like and are students adequately prepared to take that exam?

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