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This blog provides a space for conversations about articles and ideas found in AALL Spectrum, the monthly magazine of the American Association of Law Libraries. The previous blog was located at aallspectrum.wordpress.com.
2/14/2014 10:56:54 AM

Book Review: Fashion Law and Business: Brands and Retailers

Lois F. Herzeca & Howard S. Hogan.  2013. Fashion Law and Business: Brands and Retailers.  Practising Law Institute: New York.  847 pages.  $185 from publisher; $145.48 from Amazon.com

While the subject hasn’t yet garnered the broad name recognition of practice areas like sports law and entertainment law, those familiar with the actual study and practice of fashion law understand that it’s about more than whether you should match your shoes to your belt (or even the Louboutin red soles case).   Fashion law encompasses a broad range of issues such as corporate law, international trade, labor and employment, real estate, and of course intellectual property.  And now, with Fashion Law and Business: Brands and Retailers, Lois F. Herzeca and Howard S. Hogan take fashion law a little further into the mainstream legal world.

If your library purchases only one book on fashion law, this should be it.  Now, admittedly, there are only a handful of books explicitly dedicated to fashion law currently in print, so the options are fairly limited.  But in my opinion, this book is by far the most helpful for students and practitioners alike.  As one might deduce from the publisher, the Practising Law Institute, this text is targeted more toward practitioners, and was in fact written by two attorneys who Co-Chair their firm’s Fashion, Retail and Consumer Products Practice Group.   The authors explain in the introduction, “[T]his book is structured on the presumption that fashion law can be best examined in the context of an understanding of the business and operations of the fashion industry.”  This is not a casebook, and it’s not written to be a textbook (although it would be helpful in a fashion law course).  It is the most comprehensive guide to fashion law that has been published so far, with 847 pages (more than twice the pages of the next longest text on fashion law), and accurately captures both the large and small issues of the subject. 

Other in-depth examinations of fashion law feature chapters written by different scholars and practitioners on various topics; this leads to some redundancy as similar ideas are reiterated in different contexts.  Fashion Law and Business benefits from a unified tone thanks to the treatment of each topic by the same two authors.  The finding aids are excellent, including a detailed table of contents, a 36-page index, and a table of authorities allowing the reader to focus on specific cases or statutes.  Cases are not reprinted but are discussed in some detail, and the authors wisely chose to incorporate not only overtly fashion law-oriented cases but also cases that do not involve fashion but are critical to understanding a given topic in fashion law; for example, the grey market is a major issue in fashion law, but a basic understanding of the grey market would be incomplete without John Wiley & Sons v. KirtsaengFashion Law and Business includes an explanation of that case alongside more clearly fashion-oriented cases like Abercrombie & Fitch v. Fashion Shops of Kentucky.

If I have one quibble with Fashion Law and Business, it’s that references are grouped at the end of each chapter as endnotes, instead of in footnotes on the relevant pages; flipping back and forth is a little bit bothersome for someone accustomed to the reference style of law reviews and journals.  But this is a minor issue, and the benefits of this text far outweigh that small irritation.  It’s also a comparatively good bargain—other fashion law texts are published in paperback and cost upwards of $80; at about $145 (prices via Amazon.com), this hardcover text delivers more content and promises to be more physically resilient.

I’ve followed the recent publication of fashion law books with great interest, and this is the first one I felt I could unreservedly recommend for the libraries of both law schools and law firms.  It is thorough, well-written, and may help your library’s patrons see that “fashion law” means something more than “leggings aren’t pants!”

Andrea Alexander is a reference librarian and assistant professor at Ohio Northern University Pettit College of Law's Taggart Law Library.  She never wears leggings as pants.

Posted By Andrea Alexander at 2/14/2014 10:56:54 AM  0 Comments
2/12/2014 12:26:31 PM

Book Review: Disaster and Sociolegal Studies

Disaster and Sociolegal Studies. Edited by Susan Sterett. New Orleans: Quid Pro Quo Books, 2013. Co-published with Onati Socio-Legal Series, Volume 3, Number 2. 

Sociolegal studies addresses the areas where legal structures interfere with solutions to human problems. In a disaster situation where normal opportunities in society are unavailable, the legal structure can interfere with society as relief and recovery efforts begin. The 11 essays discuss actions within the context of legal processes. In an ideal world, the law can help solve problems. In reality, the law has the ability to replicate inequalities in disaster responses because of citizenship, property ownership, race or work history.

The analysis provides interesting reading, sometimes exasperating as the circumstances are revealed as corporate interests are promoted at the expense of individual damages. While legal structures usually come in to play to assist in human-caused disasters and natural disasters, sociolegal impediments need to be identified for mitigation and prevention of future problems.

As an example, in examining implications from the natural disaster Hurricane Katrina, Lisa Grow Sun looks at the snowballing social mechanisms that taint actions. Reported rumors of looting and rioting are taken as gospel truth and people respond to the situation accordingly. The resulting disaster mythology creates overreactions from those who are affected, decision makers and outside actors.

A second discussion by Arthur F. McEvoy  involves engineered natural disasters, where events like extracting resources and depletion of natural barriers comes into contact with a hurricane or similar event. The failure of oversight in such situations results in finger-pointing as the analysis of complex systems identifies institutional and individual failures. The Deepwater Horizon oil spill is discussed extensively, as well as the California sardine fishery example, Sacramento Valley floods, and the more recent LaConchita event in 2005.

Some of the chapters and the table of contents are available at http://opo.iisj.net/index.php/osls/issue/view/14 for those who wish to delve more deeply into the realm.

Purchase of the hard copy of the book is suggested for academic law libraries that do not subscribe to the series. Use for readings and discussion in graduate level courses in development issues would be particularly useful. Law firm librarians would do well to read the introductory materials online to understand the impact on society.

David Rogers, Reference Librarian, Sidley Austin LLP, Chicago


Posted By Ashley St. John at 2/12/2014 12:26:31 PM  0 Comments
TOPICS: book reviews
2/11/2014 12:17:17 PM

Book Review: Research Handbook on Insider Trading



Bainbridge, Stephen M., ed., Research Handbook on Insider Trading (Northampton, MA: Edward Elgar Publishing, Inc., 2013), ISBN 9780857931849 (hardcover), xi + 485 pp, GBP 150.

Of all the topics covered in a typical law school securities regulation course or corporations course, insider trading probably excites the average law student the most going in. At least that was true among me and my friends when we took Securities Regulation and Business Associations. Part of that appeal likely stems from a general familiarity with insider trading. We at least had heard of insider trading and had a rudimentary understanding of what it entails before taking the classes, unlike Section 4(2) private offering exemptions or Revlon duties, which were completely unknown to us beforehand. And compared to other topics in securities regulation and corporations law, insider trading lends itself to livelier discussions. It seemed more interesting to talk about the pros and cons of insider trading laws than the requirements for being a qualified institutional buyer (QIB) or the indemnification of directors and officers. So it shouldn’t be surprising that Research Handbook on Insider Trading, which is part of Edward Elgar’s Research Handbooks series, is actually quite enjoyable as far as legal books go.

Almost two dozen legal academics wrote chapters for Research Handbook on Insider Trading, with each author contributing one or two chapters. Despite the many voices, the book maintains a consistently high level of quality throughout in terms of style and content. The writing style is law review-esque—good structure and logical consistency within each chapter. Nobody will mistake this for Hemingway, but it’s very readable in its own way. The book is organized fluidly so you could read it from beginning to end, which is what I did. I imagine some readers will read only individual chapters that interest them, and that works well too. Because the chapters focus on discrete topics, prior chapters aren’t necessary to understand the one you’re reading. If you come to the book with little to no prior knowledge of insider trading, then Professor Stephen Bainbridge’s opening overview will be extremely helpful. But if you have even a basic familiarity with the law of insider trading (or securities law in general), you should be able to absorb any chapter in isolation without a problem.

The content is also well done. The book is broken into four parts; the first part explores and analyzes the history of and policies and philosophy underpinning U.S. insider trading law, the second part examines various types of insiders and certain peculiarities unique to them, the third part discusses findings from empirical research into insider trading and the fourth part describes the state of insider trading in certain foreign jurisdictions. The book discusses most of the seminal U.S. cases on insider trading, including SEC v. Texas Gulf Sulphur (on the disclose or abstain rule), Chiarella v. United States (on the duty to disclose), Dirks v. SEC (on tipper/tippee liability) and United States v. O’Hagan (on misappropriation). The authors do a good job of addressing some of the central tensions and questions in insider trading law, such as whether the fraud-based Rule 10b-5 is an appropriate mechanism for dealing with insider trading (and whether insider trading can even be properly characterized as “fraud”) or whether insider trading regulation even protects markets and investors in the first place. The one area I wished the book addressed more is Section 16(b) and disgorgement of short-swing profits. The book mentioned it briefly in a few places, but I think an entire chapter devoted to the topic would have made the book more complete.

It would be impossible for me to go into detail on each chapter in such a short book review, but I want to highlight two chapters that I found particularly interesting. The first is Henry Manne’s chapter on entrepreneurship and compensation. Originally published in a scholarly journal, Professor Manne’s chapter discusses where insider trading rights fit into the compensation structure for corporate entrepreneurs to incentivize innovation. I hadn’t looked at insider trading from this perspective before, and it’s intriguing to think about. The second is Laura Nyantung Beny and H. Nejat Seyhun’s chapter on the prevalence of insider trading. Beny and Seyhun note an increase in the government’s enforcement of insider trading and look at whether that increase correlates to an actual rise in insider trading activity. By analyzing stock and option price fluctuations before tender offer announcements, they conclude that there indeed has been an increase in insider trading activity over this period of increased enforcement.

Students, scholars and other researchers are the best audience for this book. The book would fit nicely in law school or business school libraries, or even undergraduate libraries. It’s a good source to consult for writing papers or articles about insider trading. The book treats its topics thoroughly, but without overwhelming a researcher unfamiliar with the subject. There are plenty of footnotes that direct the reader to relevant cases, statutes, administrative materials and law review and other articles. Also, if insider trading just fascinates you as a topic, you should read the book to pick up different perspectives. 

This book likely won’t be as useful for public law libraries or law firm libraries. The book is not designed to make you a better insider trading attorney. It doesn’t give strategies on how to handle insider trading probes or defend against suits. It doesn’t offer much guidance on how to counsel clients to avoid insider trading violations. Certainly, it’s helpful to practitioners in the sense that a deeper understanding of insider trading will make you a better attorney, but don’t expect a practice guide.

Ultimately, this book serves as a good introduction to the issues and debates surrounding insider trading, and it will supplement the securities section of any academic library that has one.

Lei Zhang is a Reference Librarian at Western State College of Law in Fullerton, California. His email is lzhang@wsulaw.edu.

Posted By Lei Zhang at 2/11/2014 12:17:17 PM  0 Comments