Research and teaching
A law professor at Santa Clara University School of Law in Silicon Valley, I am trained both as a lawyer and a political scientist. In my research I apply institutional and comparative analysis in order to understand the changing nature of the global economy and international politics.
I am currently working on a research project with Jennifer Kuan, an economist at the Stanford Institute of Economic Policy Research, on the changing structure of the capital markets, as well as several other papers on corporate governance and the financial markets. My most recent publication is a book chapter on insider trading in the startup environment in a collection edited by Stephen Bainbridge at UCLA. You can find a copy of the book here and a copy of my chapter here. My most recent book is Rights and Revolution: The Rise and Fall of Nicaragua’s Sandinista Movement.
At Santa Clara my teaching covers corporate law and governance, capital markets, corporate finance, international finance and international labor rights. This year I will be teaching Business Organizations, Corporate Finance, Securities Regulation and a seminar called Law and Labor in the Fields: A multi-disciplinary perspective. I also guest lecture at Santa Clara’s Leavey School of Business on international business transactions. I have visited at Cornell Law School, and have been a research fellow or visiting scholar at Harvard, Stanford, and the University of California.
Educational and Professional Background
Prior to joining the faculty at Santa Clara, I spent five years as an associate at two large corporate law firms, including one year at Latham & Watkins in New York and four years at Wilson Sonsini Goodrich & Rosati in Silicon Valley. At Latham I worked on a wide variety of transactional and litigation matters in several different industries, including oil, retail, real estate, film production, food, and media. At WSGR, I worked on transactions for startups, public companies, investment banks and venture funds, including debt and equity offerings, mergers and acquisitions, licenses, and other business arrangements in the high technology sector.
I received my J.D. from Yale Law School where I concentrated on law and economics and international law.
Prior to attending Yale, I received a Ph.D. in Political Science from the Department of Politics and Sociology at the University of London’s Birkbeck College. The Department is now known as just the Department of Politics. It was founded by Bernard Crick, the democratic socialist and political philosopher, who was perhaps best known as the biographer of Orwell. While I was there Paul Hirst was Department Chair and the historian Ben Pimlott was in residence. Rights and Revolution is based on my doctoral work at London including two months of field work in Nicaragua during the Sandinista period. My advisor was Arthur Lipow, who had been a student of Seymour Martin Lipset, and is the author of a very valuable book, Authoritarian Socialism in America: Edward Bellamy and the Nationalist Movement.
Prior to my move to London, I studied under and worked closely with the late Hal Draper including work as a research assistant on his two multi-volume projects Karl Marx’s Theory of Revolution and the Marx-Engels Cyclopedia. Hal was a major influence on the free speech movement including on its best known figure, Mario Savio. His pamphlets The Two Souls of Socialism and The Mind of Clark Kerr rival Orwell in the genre of incisive political and intellectual commentary. Hal may be best known, however, for his translation of the complete poems of Heinrich Heine (an “awesome achievement,” according to one reviewer – indeed). Hal and I co-authored a book, The Hidden History of the Equal Rights Amendment, which has had its own mini-”hidden history.” Nonetheless, it will finally be published this year by the Center for Socialist History. My new foreword to the book will explain the path it took to publication and why I believe it to be of relevance today.
After my residence in London, I received a two year MacArthur Fellowship in International Peace and Security from the Social Science Research Council and went, first, to Harvard’s Center for International Affairs and then to the University of California’s Graduate School of International Relations and Pacific Studies on the U.C. San Diego campus as well as the Center for U.S.-Mexican Studies at UCSD. I returned to the Center a few years later while in law school to do research on NAFTA and labor rights.
I did my undergraduate work in Development Studies at U.C. Berkeley where I did papers on development issues in Chile, Venezuela and Brazil. I then served for several years on the staff of the Center for Labor Research and Education at U.C. Berkeley where I worked with a wide range of labor unions on issues related to collective bargaining, organizing and political affairs. I then became Director of Public Affairs at the International Brotherhood of Electrical Workers, Local 1245, a large multi-state union that represents workers in the electrical utility industry including those at Pacific Gas & Electric.
Consulting and other activities
I consult with and advise a wide range of individuals and organizations in the public and private sector on issues related to my research and teaching including corporate governance, intellectual property, corporate finance, securities law, and international relations. I work with entrepreneurs and investors as well as investment firms. For example, I advised a leading Valley CEO on a proxy battle at a major semiconductor firm. I also serve as an expert witness in cases involving corporate governance, fiduciary duties, LLCs, IP, venture capital, startups and related issues. I have worked with firms such as Jenner and Block, SidleyAustin, and Sedgwick. Industry sectors include solar, memory, software, data centers, and airlines.
I have been particularly active advising the pension funds managed by union trustees on issues related to corporate governance and social responsibility. I have worked closely with the AFL-CIO, Change to Win and numerous unions on their capital markets and corporate social responsibility programs.
I have served as a member of the board of directors of two startup companies (one in the high speed networking space and another in online retail) and one publicly traded technology company (OPTi, Inc.) and served as a member of that board’s audit committee and as chair of its compensation committee.
While in law school at Yale I was part of the legal team headed by Professor Harold Koh that represented the so-called Haitian “boat people” who were quarantined by the U.S. government at the U.S. Naval Station at Guantanamo Bay. While an associate at Latham & Watkins in New York I was part of the legal team that assisted the Asian American Legal Defense and Education Fund and survivors of the Golden Venture, a ship carrying political refugees from mainland China that ran aground in New York, in the three-year effort that secured the survivors’ release from detention in INS jails.
While I am a lawyer and licensed to practice law in New York and California, nothing I write here is meant to express a legal opinion or to constitute legal advice. Everything I write here is purely my personal opinion and does not represent the views of Santa Clara University or the School of Law. While I may and often do comment on legal issues this is intended as either opinion or legal information which is NOT the same thing as legal advice. If you need legal advice you should consult with your own attorney. If you do not have an attorney you can contact the local bar association for a referral.