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CONTENTS I. INTRODUCTION 333 II. OVERVIEW OF VENTURE CAPITAL 336 A. What is Venture Capital? 336 B. How are Venture Capital Funds Organized? 337 C. How do Venture Capital Funds [...]

Introduction 220 I. The Purpose of the Derivative Suit and Historical Procedural Challenges 223 II. Diversity, Equity, and Inclusion and the Derivative Suit 227 A. Board and Executive-Level Diversity Suits [...], In the wake of several social justice movements, including the #MeToo movement in 2017 and the Black Lives Matter Movement in 2020, corporations increasingly emphasized their commitments to diversity, equity, and inclusion (DEI) in a variety of ways. Amid shifts in both public attitudes and the corporate landscape, a new trend in shareholder derivative actions emerged: shareholders began suing boards of directors for corporate failures related to DEI shortcomings. As a result, major corporations like Meta, Cisco, and Gap have faced suits brought by shareholders seeking to hold boards accountable for corporations' public pledges to DEI values and initiatives. Although these actions have experienced limited legal success so far, this Comment argues for a reconceptualization of "success" in shareholder derivative suits related to board and executive-level diversity that recognizes these actions may carry value in serving a deterrent purpose, inducing corporate action through public shaming, and acting as a positive social force that demands industry attention on matters of DEI accountability. Next, this Comment proposes a modification to the substantial benefit doctrine that recognizes benefits may be derived from diversity-related derivative suits for the corporation or broader class of shareholders based on a fact-intensive inquiry as to whether the action resulted in changes which reduce the risk of reputational harm and future litigation or increase investment opportunities. Further, as regulators and state legislatures consider novel strategies to encourage leadership diversity, these suits may also complement public sector initiatives as a private enforcement mechanism.

I. EXPLORING THE TRANSFORMATIVE POTENTIAL OF DIGITAL CONSTITUTIONALISM THROUGH SOCIETAL CONSTITUTIONALISM Traditional state-centered constitutionalism does not keep pace with the inherent dangers of the digital revolution. The digital code increases [...], This paper introduces the symposium issue of the Indiana Journal of Global Legal Studies dedicated to "Digital Constitution: On the Transformative Potential of Societal Constitutionalism," where a group of scholars, using societal constitutionalism as a background theory, presents concrete proposals for a digital constitutional law. The symposium issue seeks to answer three interrelated questions. What is the message of societal constitutionalism for the emerging digital constitution? How can fundamental principles of nation-state constitutions be generalized and re-specified for global digitality with a transformative outlook? What would new institutional arrangements and interpretive practices look like? In this introduction, we aim to overcome three reductive tendencies stemming from traditional constitutionalism's legacy. We argue that digital constitutionalism needs to look beyond (1) the still dominant state-centricity of constitutional principles, (2) their exclusive focus on political power, and (3) their narrowly individualist interpretation of constitutional rights. This deconstruction opens the view to the main constitutional threats posed by digitalization--in particular, what we call the double colonization of the digital space--and to possible counterstrategies inspired by societal constitutionalism. Subsequently, we outline the content of the contributions to this symposium, grouped into four areas: (1) reformulation of constitution- and law-making; (2) digital economy; (3) institutions of constitutionalism; and (4) digital justice. Finally, we point to future developments as well as to links to other strands of literature that focus on the relationship between digital technologies and (constitutional) law.

I. INTRODUCTION The apparel industry, and the importance of clothing, has transformed over time--whether clothing is used to protect the body from the elements or to express individuality, it is [...]

I. INTRODUCTION Two events marked the year 2021 for Meta, the social media company which owns Facebook and Instagram. (1) The first event occurred on January 28, 2021. Meta's Oversight [...], Meta's Oversight Board (OB) is at the center of divisive debates. Some commentators look at this experiment as the "Supreme Court" of a global order that is going through a process of constitutionalization. Others express concern about the OB, seen as a way to avoid public accountability and, more generally, as the legitimization of global private censorship. Either way, the debates normally focus on the important but still relatively narrow issue of content moderation and freedom of expression. In contrast, it is the manipulation of individuals and the related social effects deriving so-called informational capitalism --among them, the mental health distress of young people--that needs to be counteracted. Against this background, this article, resorting to societal constitutionalism as an analytical framework, aims to contribute to the debates on digital constitutionalism. It has two goals. First, to use the instruments available within Meta's normative system to thematize the broader, systemic effects of social media and digitality in constitutional terms. Second, to question informational capitalism "from within," using the right to the mental health of children as a case study. In this sense, it is an exercise of (strategic) legal imagination that focuses on the internal side of an involved actor. After the introduction, section II analyzes the features of Meta's normative system, distinguishing between juridification (II.A) and constitutionalization (II.B). Against this background, section III outlines a litigation strategy aimed at bringing such issues before the OB. It separately examines the strategies preceding the proceeding (III.A), the authority and scope of OB's jurisdiction (III.B), the relevant standards of review (III.C), and the potential content of the decision and the policy advisory statement s ( III.D). Section IV concludes.

I. INTRODUCTION The public eye is on tech companies aiding governments in cracking down on climate protesters; (2) using the Covid-19 pandemic to leverage a greater role in education and [...], Digital constitutionalism, to date, has been proceduralist; it has assumed that transparency and due process can temper power and attain justice for people vis-a-vis the automated state and powerful tech companies. So far, digital constitutionalism has also been very soft and blind to its own coloniality: Instead of deploying hard law, we are still looking for ways to pressure digital behemoths to self-regulate. We downplay US dominance, colonial exploitation, and environmental degradation caused by digital imperialism. Meanwhile, the power of tech companies has escalated. They now influence many aspects of our public and private lives, from elections to our own personalities and emotions, to environmental degradation. To be successful, the project of digital constitutionalism must resist a corporate agenda of procedural fetishism, a strategy to redirect the public from more substantive and fundamental questions about the concentration and limits of power to procedural microissues. Such diversion merely reinforces the status quo. To rectify the imbalance of power between people and tech companies, a new digital constitution must therefore try something different. It must shift its focus from soft law initiatives to tangible legal obligations by the tech companies. We must redistribute wealth and power not only by breaking and taxing tech companies, fortifying regulatory enforcement, increasing public scrutiny, and adopting prohibitive laws but also by democratizing big tech by making them public utilities and giving people a say how these companies should be governed. Crucially, we must also decolonize digital constitutionalism through recognition of colonial practices of extraction and exploitation and paying attention to the voices of Indigenous peoples and communities of the so-called Global South. With all these mutually reinforcing efforts, a new digital constitution will debunk the corporate and state agenda of procedural fetishism and will establish the new social contract for the digital age.

I. INTRODUCTION The development of the data economy is probably one of the most disruptive events of our time. Social media platforms and digital management practices deeply impact the way [...], This contribution deals with algorithmic profiling as an example of datafication and machine colonization. It examines to what extent Teubner's theory of societal constitutionalism (SC) describes the emergence of an EU digital constitution, including its capacities to deal with datafication and machine colonization. This article advances an internal critique of SC, by questioning its assumptions concerning the capacity of societal actors and nonlegal media, such as public outrage and litigation, to exert the pressure needed for change from within. Using Habermas's colonization theory as well as the insights of the law and political economy literature helps to understand the structural power of companies as an inhibition to the buildup of external pressure and to justify the adoption of a counter-concept of structural digital vulnerability, which can be used to interpret existing rules in a stricter way. Keywords: Profiling, Datafication, Machine Colonization, Societal Constitutionalism, Teubner, Habermas, Political Economy

I. INTRODUCTION We need a "digital constitution." This is a claim that has frequently resonated in the words of various digital literati, academics, politicians, and civil society groups. The digital [...], Scholars have advocated the need for a "digital constitution," including the idea of drafting an "internet bill of rights." Numerous civil society groups have crafted decalogues of digital rights, giving rise to a movement advocating a form of digital constitutionalism. This paper investigates the added value of these texts is in the constitutional ecosystem. These declarations highlight the transformative potential of societal constitutionalism well. By adopting the language of constitutions, they seek to be part of the current conversation on how to translate the core values of contemporary constitutionalism in the context of the digital society through a process of generalisation and respecification of principles. Internet bills of rights are not legally binding sources, yet represent a ductile instrument whereby their promoters are free to experiment with new legal solutions in a gradual way and in a more democratic manner. This includes actors beyond the worlds of politics and business.

INTRODUCTION 1756 I. REINTERPRETING DODGE V. FORD'S BUSINESS SETTING 1759 II. THE $5/DAY WAGE, THE MODEL T MONOPOLY, AND THE RIVER ROUGE EXPANSION 1762 III. THE SQUEEZE-OUT 1768 IV. WHY [...], Behind Henry Ford's business decisions that led to the widely taught, [up arrow]amous-in-law-school Dodge v. Ford shareholder primacy decision were three industrial organization structures that put Ford in a difficult business position. First, Ford Motor had a highly profitable monopoly and needed much cash for the just-begun construction of the River Rouge factory, which was said to be the world's largest when completed. Second, to stymie union organizers and to motivate his new assembly-line workers, Henry Ford raised worker pay greatly; Ford could not maintain his monopoly without sufficient worker buy-in. And, third, if Ford explicitly justified his acts as in pursuit of the monopoly profit in the litigation, the Ford brand would have been damaged with both his workforce and the car buyers. The transactions underlying Dodge v. Ford and resulting in the court order that a very large dividend be paid should be reconceptualized as Ford Motor Company and its auto workers splitting the "monopoly rectangle" that Ford Motor's assembly line produced, with Ford's business requiring tremendous cash expenditures to keep and expand that monopoly. Hence, a common interpretation of the litigation setting-that Ford let slip his charitable purpose when he could have won with a business judgment defense-should be reconsidered. Ford had a true business purpose to cutting back the dividend-spending on labor and a vertically integrated factory to solidify his monopoly and splitting the monopoly profit with laborbut he would have jeopardized the strategy's effectiveness by boldly articulating it. The existing main interpretations of the corporate law decision and its realpolitik remain relevant-such as Ford seeking to squeeze out the Dodge brothers by cutting the Ford dividend to deny the Dodge brothers cash for their own car company. But those interpretations must take a back seat, as none fully encompasses the industrial setting-of monopoly, incipient union organizing, and a restless workforce. Without accounting for Ford Motor's monopoly, the River Rouge construction, and the related labor tensions, we cannot fully understand the Dodge v. Ford controversy. Stakeholder pressure can more readily succeed in a firm having significant economic rents, a setting that seems common today and was true for Ford Motor Company in the 1910s.

Table of Contents I. Introduction 2 II. The Impact of Social Media in the Global South 10 A. Data Collection and National Security 11 B. Protecting Privacy and Truth 16 [...], In recent years, the disinformation crisis has made regulating social media platforms a necessity. The consequences of disinformation campaigns are not only limited to election interferences or political debates, but have also included fatal consequences. In response, scholars have generally focused on regulating social media companies in the United States without paying much attention to these companies' global impact, particularly in the Global South. Lost in the quest to fight disinformation is addressing the social media companies' neglect of consumer rights in the Global South. Countries in the Global North, such as the United States, have the power to regulate social media companies should they choose to do so. However, the current power asymmetry between major social media companies and countries in the Global South limits the ability of many of such countries to have any meaningful bargaining power to advocate for their citizens' consumer rights and their ability to manage misinformation campaigns in their sovereign territories. In some countries, it is even unclear if there is any political will from their respective government to advocate for consumer rights. This problem will not be resolved by relying on corporate social responsibility or corporate self-governance. Thus, this Article argues that unless countries in the Global South act collectively, they should not expect any major change from powerful social media companies in handling misinformation in their countries or promoting their citizens' consumer rights. Regional treaties among countries, as a form of collective action, could push social media companies to be more attentive to their actions outside the Global North and bear responsibility in a transnational space. Ultimately, collective action in the Global South could inspire a global coalition and promote global accountability.

INTRODUCTION In July 2019, four automakers--Ford, Volkswagen of America, Honda, and BMW--struck a deal with California to decrease automobile emissions. (1) The deal emerged after the Trump administration announced plans [...], In an era of apprehension about climate change and the future of our planet, private companies are increasingly recognizing their role in increasing sustainability and lowering carbon emissions. To address this growing concern, some industry leaders are taking unilateral action to implement sustainable practices, but other companies have made agreements to fight emissions together. However, the Sherman Antitrust Act forbids agreements in restraint of trade. Further, antitrust law traditionally has refused to recognize ethical or moral justifications as legitimate reasons to permit anticompetitive agreements. As society's concern for the planet grows and elected leaders move slower than needed to address climate problems, private sector actions take on a special urgency--especially given the massive carbon emissions stemming from corporate activities. This Comment reexamines the constructs and restrictions of antitrust law and identifies a solution that will allow companies to enter agreements aimed at addressing climate change while still upholding antitrust law's primary goal: consumer welfare. Specifically, this Comment proposes an exemption to antitrust law for agreements addressing climate change based on new Dutch guidelines and also provides a framework for companies to combat antitrust challenges to sustainability agreements absent an explicit exemption.

THE NEXT ITERATION OF REVENGE PORNOGRAPHY 1480 I. WHAT IS DEEPFAKE PORNOGRAPHY? 1482 A. The Devastating Consequences of Deepfake 1482 Pornography B. Origins of Deepfake Pornography and 1484 Where Deepfake [...], Deepfake technology uses artificial intelligence to realistically manipulate videos by splicing one person's face onto another's. While this technology has innocuous usages, some perpetrators have instead used it to create deepfake pornography. These creators use images ripped from social media sites to construct--or request the generation of--a pornographic video showcasing any woman who has shared images of herself online. And while this technology sounds complex enough to be relegated to Hollywood production studios, it is rapidly becoming free and easy-to-use. The implications of deepfake pornography seep into all facets of victims' lives. Not only does deepfake pornography shatter these victims' sexual privacy, its online permanency also inhibits their ability to use the internet and find a job. Although much of the scholarship and media attention on deepfakes has been devoted to the implications of deepfakes in the political arena and the attendant erosion of our trust in the government, the implications of deepfake pornography are equally devastating. This Note analyzes the legal remedies available to victims, concludes that none are sufficient, and proposes a new statutory and regulatory framework to provide adequate redress.

Due to the fact that moral commitments of individuals as well as of corporations were not enough for successful fostering of the socially responsible behaviour of corporations, we are facing the new international and national laws fostering the reporting on non-finaneial activities of the corporations. We can, therefore, observe how the development of theory on corporate governance, in a relationship with the corporate social responsibility has finally resulted in significant changes in international as well as national legislatives. Therefore, in our paper we examine the legal framework of the EU on corporate social responsibility reporting as well as on non-financial statements of corporations. We analyse the aim, the content and the legal effects of this statements under the last amendments from 2014 (Directive 2014/95/EU) and evaluate its contribution to fortifying the role of corporate social responsibility in the corporate governance of EU corporations. The presented paper argues the importance of institutional development in the context of corporate governance and the influence of institutional measures on corporate ethical behaviour and, consequently, on their success implementing the simple aim to protect the interests of all corporations' stakeholders within the framework of corporate functioning. Keywords: Corporate Governance, Management, CSR, Corporate Governance Statement, non-financial statement S obzirom da moralna posvecenost pojedinaca, kao ni korporacija, nisu bile dovoljne za uspjesno poticanje drustveno odgovornog ponasanja korporacija, u suvremenom se okruzenju javljanju novi nacionalni i medunarodni zakoni, koji zahtijevaju izvjestavanje o nefinancijskim aktivnostima korporacijama. Stoga se moze pratiti kako je razvoj teorije korporativnog upravljanja, povezan s teorijom korporativne drustvene odgovornosti, konacno doveo do znacajnih promjena nacionalnih i medunarodne pravne regulative. Stoga se, u ovom radu, analiziraju pravni okvir EU-a u podrucju izvjestavanja o korporativnoj drustvenoj odgovornosti, kao i o izvjestavanju o nefinancijskim aktivnostima korporacija. Utvrduju se ciljevi, sadrzaj i pravni ucinci pravnog okvira, u skladu s posljednjim nadopunama iz 2014. godine (Direktiva 2014/95/EU) te vrednuje njegov doprinos pojacavanju uloge korporativne drustvene odgovornosti u korporativnom upravljanju u EU-u. U radu se ustvrduje znacaj institucionalnog razvoja u kontekstu korporativnog upravljanja i djelovanja institucionalnih mjera na eticko korporativno ponasanje, a samim tim, i na njegovu uspjesnost u postizanju zastite interesa svih dionika u funkcioniranju korporacija., 1. INTRODUCTION Due to the requirements for a requisitely holistic approach to governance and management, researchers and practitioners have been working on contemporary solutions; certain efforts have led to the [...]

ABSTRACT This article accounts for recent developments in corporate social responsibility, international trade and investment law, international human rights law, development aid, and the laws of home states reaching extraterritorially [...]