12 Hastings Business Law Journal, Issue 2

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Articles

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NEW KIDS ON THE BLOCKCHAIN: HOW BITCOIN'S TECHNOLOGY COULD REINVENT THE STOCK MARKET
Larissa Lee, 12 Hastings Bus. L. J. 81 (2016)

Bitcoin is the first and most successful digital currency in the world. It polarizes the news almost daily, with either glowing reviews of the many benefits of an alternative and international currency, or doomsday predictions of anarchy, deflation, and another tulip bubble.

This article focuses on the truly innovative aspect of Bitcoin — and that which has gone mostly unnoticed since its inception — the technological platform used to transfer Bitcoin from one party to another. This technology is called the Blockchain. The Blockchain eschews a bank or other intermediary and allows parties to transfer funds directly to one another, using a peer-to-peer system. This disruptive technology has done for money transfers what email did for sending mail — by removing the need for a trusted third party just as email removed the need for using the post office to send mail.

If this technology can be used for peer-to-peer money transfers, why not extend the technology to accomplish other forms of transfers? Imagine selling a house or buying a car peer-to-peer. What about using the Blockchain technology to buy and sell stocks? Stocks exchanged completely peer-to-peer could resolve many of the issues facing the stock market today, including high frequency trading and short sales. This article develops a peer-to-peer stock market system, the legal implications of such a system, and how this system will fit in with current legislation and regulation.

 
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FULLY AND BARELY CLOTHED: CASE STUDIES IN GENDER AND RELIGIOUS EMPLOYMENT DISCRIMINATION IN THE WAKE OF CITIZENS UNITED AND HOBBY LOBBY
Suneal Bedi, 12 Hastings Bus. L. J. 133 (2016)

In 2010, the Supreme Court handed down its decision in Citizens United v. Federal Elections Commission. The Court held that for-profit corporations could receive First Amendment protection for political speech. Then, in 2014, the Court held in Burwell v. Hobby Lobby that closely held for-profit corporations could be considered persons under the Religious Freedom Restoration Act. These cases have spurred much scholarship focusing on the treatment of corporations as people and citizens. While supporters argue that these cases are consistent with corporate and First Amendment law, critics argue that the implications of these decisions could be perverse.

This article contributes to the critical scholarship by arguing that these two cases might lead to unexplored perverse outcomes. In particular, it argues that corporations may be designated as expressive associations under these newly minted First Amendment protections. If they are expressive associations, then for-profit corporations could discriminate against certain employees who disagree with the corporations' speech. The freedom of association jurisprudence allows expressive organizations to exclude people from membership if those people frustrate the organizations' protected First Amendment activities. Drawing upon this doctrine and using Hooters and Abercrombie & Fitch as case studies, I argue that designating for-profit companies as expressive associations could give these companies a right to exclude certain people from employment because such employees would frustrate corporate speech.

 
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Student Notes

CREDIT BIDDING: EXPANDING THE "FOR CAUSE" EXCEPTION UNDER SECTION 363(K) OF THE BANKRUPTCY CODE
Austin Harms, 12 Hastings Bus. L. J. 241 (2016)

As auctions have become more prominent in Chapter 11 proceedings, credit bidding has bolstered the multi-decade trend of secured creditor dominance, which the Supreme Court sustained in 2012. Since this 2012 decision, bankruptcy courts have attempted to level the playing field by progressively expanding the interpretation of Section 363(k) of the Bankruptcy Code, which permits courts to limit secured creditors' ability to credit bid "for cause." The conflict between the Supreme Court's 2012 decision and the bankruptcy courts' recent interpretation of Section 363(k) created an uncertainty that currently plagues the market for secured claims of distressed companies. This Note reviews the current state of the law surrounding credit bidding, examines the most recent developments likely to impact its future, and provides interpretive recommendations for bankruptcy practitioners and the judiciary.