DISCLOSURE AS A REGULATORY TOOL
(LAWJ-4025) - 2 UNITS
Disclosures that at least appear to be aimed at consumers are ubiquitous, required by the law in conjunction with everything from breakfast cereal to securities. Yet research suggests that consumers do not read, or if they do read they do not understand, or if they do understand they do not use correctly, the information presented in these disclosures. Why do we use such an apparently useless regulatory tool? Can disclosure be made effective, for example through behaviorally-informed or smart disclosure? What is the right metric for determining whether a disclosure is effective? When is disclosure the right regulatory tool to use?
The first half of this course will explore the stated and unstated purposes behind the use of disclosure and empirical evidence on the extent to which legally-required disclosures meet these goals, the implicit premises on which disclosure is based and empirical evidence that challenges those premises, and proposals for improving disclosure. In the second half of the course, students will present their own draft papers. These can be on any topic related to disclosure and the law, but must present a new thesis or develop an existing thesis in a new way. The best papers typically propose a concrete change in the law that would alter, e.g., the development process, content, format, distribution, timing, or associated enforcement regime for a particular disclosure or class of disclosures, support that proposal with evidence and argument, and anticipate and respond to critiques of the proposal.
To keep the trains running, students must select their paper topics by Week 3, must email me an outline of their drafts two weeks prior to their presentations, and must email a draft paper to the entire class via TWEN no later than the Friday before their presentations. All students must read all drafts prior to the presentations and come to the presentations with comments and questions.