Events & Announcements

2018 Symposium – Uproar: The Intersection of Animals and the Law

Feb. 9, 2018 - Uproar: The Intersection of Animals and the Law The Denver Law Review  presents its Volume 95 Symposium, Uproar: The Intersection of Animals and the Law. Uproar will explore the relationship between animals and the law.

This event is open to the public. To register for this event, please click here.


Volume 95 Staff Announced

The Denver Law Review is excited to announce the Volume 95 Staff. Please join us in congratulating them in this accomplishment and supporting them in continuing the fine tradition of the Denver Law Review. Please click here to view the masthead.

Please click here to view the photo masthead.



 

Subscriptions and Submissions

For information on how to subscribe to the Denver Law Review, please click here.

For the guidelines on how to submit an article to the Denver Law Review, please click here.

Thursday
Aug102017

The Remote Seller Issue in Colorado: Reexamining Quill and Bellas Hess

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Dianne Criswell & Grant Sullivan

In Direct Marketing Association v. Brohl (Brohl II), Justice Kennedy charged the legal system to find an “appropriate case for this Court to reexamine Quill and Bellas Hess.” He noted that changes in technology and consumer sophistication warrant a reconsideration of the physical presence nexus standard that currently serves to shield remote sellers from the obligation to collect and remit owed sales tax.

Whether a retailer must have a physical presence in the jurisdiction in which a sale occurs before it can be compelled to collect and remit owed sales tax was last addressed by the U.S. Supreme Court in 1992 in Quill Corporation v. North Dakota. At that time, out-of-state catalog retailers dominated the remote seller issue. In Quill, the Supreme Court affirmed the bright-line rule from National Bellas Hess v. Department of Revenue and held that companies without a “substantial nexus” in the state where customers lived did not have to charge sales tax. As retail activity has changed over the last 25 years, from primarily brick-and-mortar businesses to internet sellers, state and local governments have struggled to address both lost sales and use tax revenues and the impacts to resident business communities.

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Wednesday
Aug092017

Fighting Climate Change in Post-Paris Agreement America: Reducing Livestock Emissions

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Timothy Luetkemeyer

President Donald J. Trump’s decision to withdraw from the Paris Agreement incited anger in environmentalists, and inspired praise from climate change deniers. Regardless of where one’s reaction falls on this spectrum, the withdrawal begs the question: “What’s next?” While the Trump Administration has indicated through its withdrawal from the Paris Agreement that it will not support efforts to combat climate change, many states, municipalities, organizations, and individuals will continue to fight to make our planet sustainable for future generations. This Article will offer one solution that state and local governments may implement to help fight climate change in the absence of federal leadership: an excise tax on animal products.

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Wednesday
Aug022017

"Make Our Planet Great Again"

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Jennifer Nelson

President Donald Trump’s decision to withdraw the United States from the global agreement to mitigate the effects of global warming puts the United States in a unique position. Now, as a result of President Trump’s decision to discontinue climate change initiatives, cities and states are defying the federal government by adopting their own measures.  Further, since the United States is seen as a leader in climate change, by decreasing its participation, other parties to the Paris Agreement may question the United States’ commitment to the very important issue of climate change. Section I of this Article begins by providing a brief background on the Paris Agreement. Section II then explains the downfalls of withdrawing from the Paris Agreement. Finally, Section III gives a description of legislation currently proposed by a number of democratic senators.

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Tuesday
May302017

Torts in the Virtual World

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Roderick O'Dorisio

Last year, virtual reality (VR) and its counterpart, augmented reality (AR), erupted with popularity. At long last, the highly publicized head-mounted displays (HMDs), through which users can enter into a virtual world, went on sale to the public, including Facebook’s Oculus Rift, Samsung’s Gear VR, Sony’s PlayStation VR, and HTC’s Vive. Virtual Reality and Augmented Reality have hit the mainstream. Indeed, in 2016, four major VR hardware platforms were released, as well as numerous VR applications, from games to immersive news reporting to social experiments. Also, let us not forget the summer of 2016, where the world went nuts for Pokémon GO, and as a result, local hospitals and the Holocaust Memorial Museum were forced to put up signs asking players to please stop catching Pokémon on their premises.

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Tuesday
May232017

Corporate Governance, Shareholder Proposals, and Engagement Between Managers and Owners

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J. Robert Brown, Jr.

In the corporate governance area, few regulations have greater importance than Rule 14a-8. Put in place in 1942, the provision requires companies to include in their proxy statements proposals properly submitted by shareholders. Phrased in precatory language, proposals typically advise rather than command. Rule 14a-8, therefore, provides a cost effective mechanism for obtaining the collective views of shareholders on designated matters.

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Tuesday
May232017

Proving Shareholder Eligibility Under Rule 14a-8(b)

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Sophie Fritz

Rule 14a-8 requires management to include a properly submitted shareholder proposal in the company's proxy materials. The Rule, however, limits applicability to owners holding at least $2,000 in market value of the company's securities, or 1%, of the outstanding voting shares for at least one year through the date of the meeting. Beneficial owners must establish their eligibility by submitting a written statement from the record holder. The registrant has fourteen days to provide notification of any deficiency in the required proof and the owner has fourteen days to respond.

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Tuesday
May232017

The Untimely Problem of the Timely Submission of Shareholder Proposals

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Ashley Kincaid Lloyd

Rule 14a-8 requires companies to include properly submitted shareholder proposals in their proxy materials. The Rule, however, imposes a number of substantive and procedural requirements. Subsection (e)(2) provides that, in most cases, shareholders must submit a proposal no later than 120 days before the date the company distributed the proxy statement to shareholders the prior year. Failure to do so can result in exclusion.

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Tuesday
May232017

The Lack of Adequate Time to Address Deficiencies Under Rule 14a-8(f)

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John Ikard

Rule 14a-8 (the Rule) sought to facilitate "functional corporate democracy" between a company's management and shareholders. The Rule allows shareholders to include proposals in a company's proxy materials. Management can, however, exclude a proposal on a number of substantive and procedural grounds. Subsection (f) requires that companies provide proponents with notice of, and an opportunity to correct, certain procedural deficiencies. Issuers have fourteen days to issue the notice and shareholders have the same period to respond.

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Tuesday
May232017

Limiting the Limited Number of Shareholder Proposals under   Rule 14a-8

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Renee Himes

Rule 14a-8 (the Rule) provides shareholders with the opportunity to advise corporate action through inclusion of proposals in a company's proxy statement. The Securities and Exchange Commission (SEC or Commission) qualified the availability of the provision through a number of procedural thresholds for submission as well as substantive grounds for exclusion. These include a limit to a single submission per shareholder to each company.

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Tuesday
May232017

What’s in a Name: Rule 14a-8(l) and the Identification of Shareholder Proponents

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Erin Stutz

Section 14(a) of the Securities Exchange Act of 1934 authorizes the Securities and Exchange Commission (SEC) to adopt proxy rules "necessary or appropriate in the public interest or for the protection of investors." Pursuant to this authority, the SEC in 1942 promulgated Rule 14a-8 in order to give shareholders a greater voice in the corporate governance process. Requiring the inclusion of shareholder proposals in a company's proxy statement, the rule also contains a number of procedural conditions and substantive limitations. Specifically, a shareholder may not submit more than one proposal to a single company and proposals cannot exceed 500 words.

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