Best Techology Podcasts (2025)

1
Meyer v. Uber Techologies, Inc. - A Case About Modern Contract Formation 24:13

Play Pause

18d ago24:13

24:13

In this episode, I read aloud Judge Chin’s majority opinion in Meyer v. Uber Techs., Inc., 868 F.3d 66 (2d Cir. 2017), a foundational online-assent case about whether Uber’s mobile “sign-in-wrap” created a binding arbitration agreement. The Second Circuit vacates a district-court denial of arbitration and remands on waiver, holding that the app’s r…

1
Shareholder Litigation – Episode 5: Pre-Trial Motions 8:51

16d ago8:51

8:51

In this fifth episode of the shareholder litigation series on Organized: The Business Law Breakdown, Professor Seth C. Oranburg examines pre-trial motions as essential tools for challenging or resolving shareholder claims before trial. Delve into motions to dismiss, which scrutinize pleading standards for plausibility and particularity in direct se…

1
Shareholder Litigation – Episode 4: Discovering the Evidence 15:57

17d ago15:57

15:57

In this fourth episode of the shareholder litigation series on Organized: The Business Law Breakdown, Professor Seth C. Oranburg explores the discovery phase, where evidence is gathered to substantiate claims in direct and derivative actions. Learn how discovery promotes transparency under Federal Rule of Civil Procedure 26, focusing on relevance a…

1
Shareholder Litigation – Episode 3: Pleading the Case 8:05

18d ago8:05

8:05

In this third episode of the shareholder litigation series on Organized: The Business Law Breakdown, Professor Seth C. Oranburg examines pleading standards as essential gatekeepers in direct and derivative actions. Discover how federal rules under Twombly, Iqbal, and the Private Securities Litigation Reform Act demand plausible, detailed complaints…

1
Shareholder Litigation – Episode 2: Direct versus Derivative 16:45

19d ago16:45

16:45

In this second episode of the shareholder litigation series on Organized: The Business Law Breakdown, Professor Seth C. Oranburg delves into the critical distinctions between direct and derivative shareholder actions. Learn how direct suits address personal harms to shareholders, such as reliance on material misstatements under securities laws, whi…

1
Shareholder Litigation – Episode 1: Why Business Owners Sue Themselves 10:43

20d ago10:43

10:43

In this inaugural episode of the season on shareholder litigation, Professor Seth C. Oranburg introduces listeners to the fundamentals of corporate accountability through a civil procedure playbook. Explore why shareholders might sue their own companies, the core agency problems in corporations, and the key distinctions between direct and derivativ…

1
Corporate Goverance - Episode 9: Why Corporate Governance Matters 8:24

21d ago8:24

8:24

Professor Seth C. Oranburg wraps the season by reflecting on governance's purpose—aligning incentives for risk/reward via the business judgment rule—and failures like disconnected boards (Wells Fargo, McDonald's harassment). Drawing on agency theory and economics, he analyzes misalignments (self-serving comp, ignored risks) and debates reforms (act…

1
Corporate Goverance - Episode 8: When Governance Fails 8:10

22d ago8:10

8:10

In this episode, Professor Seth C. Oranburg flips the script to examine when boards themselves become the problem, failing in oversight and enabling scandals like Enron's fraud (board-approved off-balance-sheet schemes) and Wells Fargo's fake accounts (ignored warnings). He explores shareholder remedies (voting out directors, derivative suits, sell…

1
Corporate Goverance - Episode 7: Executive Compensation 13:40

23d ago13:40

13:40

This episode covers the "duty of oversight" (part of care/loyalty), requiring active risk monitoring to prevent scandals. Professor Seth C. Oranburg traces its evolution via Caremark (bribery oversight failure, establishing the standard), Marchand/Blue Bell (listeria deaths from ignored safety), and McDonald's (officer liability for harassment). He…

1
Corporate Goverance - Episode 6: Boardroom Coups 8:01

24d ago8:01

8:01

Professor Seth C. Oranburg unpacks board-CEO conflicts, affirming boards' legal authority to fire CEOs under Delaware law/bylaws, but highlighting real-world fights. Cases include Apple's 1985 ousting of Steve Jobs (coup attempt failed, but he returned triumphantly), Disney/Ovitz ($140M severance for failure, upheld under business judgment), and Ub…

1
What Is Contract Law? (Chapter 1 from Contract Law: Rules, Cases, and Problems) 1:05:06

25d ago1:05:06

1:05:06

In this episode, Professor Seth C. Oranburg reads aloud Chapter 1 of his casebook, Contract Law: Rules, Cases, and Problems. This chapter introduces the nature, purpose, history, and evolution of contract law—from ancient civilizations and the Magna Carta to the modern Restatement and Uniform Commercial Code. Listeners will learn how contract law d…

1
Corporate Goverance - Episode 5: Hostile Takeovers 9:53

25d ago9:53

9:53

Focusing on corporate warfare, this episode explains hostile takeovers—bypassing boards to appeal directly to shareholders—and defenses like poison pills (dilution triggers), white knights (friendly buyers), Pac-Man (counter-bids), and staggered boards (slowing control shifts). Professor Seth C. Oranburg uses examples like Twitter/Musk (pill adopte…

1
Corporate Goverance - Episode 4: Shareholder Activism 11:35

26d ago11:35

11:35

Professor Seth C. Oranburg examines shareholder activism as a tool for influencing governance, defining it as investors leveraging ownership for change via proxies, proposals, or pressure. He profiles activists like Carl Icahn and Nelson Peltz, with cases like Dell's buyout fight, Exxon's climate push, and Disney's restructuring battle. The episode…

1
Corporate Goverance - Episode 3: Fidicuary Duties 10:38

27d ago10:38

10:38

Professor Seth C. Oranburg explores the boardroom as the corporation's power center, detailing the board's three core responsibilities: setting strategy, hiring/firing the CEO, and overseeing risk. He breaks down fiduciary duties (care, loyalty, and oversight), distinguishes inside vs. outside directors, and uses cases like Paramount v. Time (strat…

1
Corporate Goverance - Episode 2: The Board of Directors 10:03

28d ago10:03

10:03

Professor Seth C. Oranburg explores the boardroom as the corporation's power center, detailing the board's three core responsibilities: setting strategy, hiring/firing the CEO, and overseeing risk. He breaks down fiduciary duties (care, loyalty, and oversight), distinguishes inside vs. outside directors, and uses cases like Paramount v. Time (strat…

1
Corporate Goverance - Episode 1: Who Decides What Corporations Do? 9:19

29d ago9:19

9:19

In this introductory episode, Professor Seth C. Oranburg demystifies corporate governance as the "operating system" of corporations, explaining its role in balancing power among shareholders, boards, and executives. He highlights its real-world impact through examples like Boeing's safety failures, Theranos's fraud, and Enron's collapse, emphasizin…

1
Organizational Choices – Episode 6: Special Form 24:29

1M ago24:29

24:29

Professor Seth C. Oranburg wraps the series with a bonus on variants: professional forms (LLPs, PLLCs, PCs) for licensed pros balancing malpractice liability; social enterprises (B Corps, L3Cs) for mission-profit hybrids; and emerging DAO LLCs for blockchain governance. He recaps the matrix, reflects on trade-offs/jurisdictional complexity (e.g., D…

1
Organizational Choices – Episode 4: Selecting the Corporate Form 12:13

1M ago12:13

12:13

Professor Seth C. Oranburg delves into corporations as hierarchical powerhouses for scalability, requiring articles/bylaws for formation and offering limited liability. Analyzing via the framework, he covers board/shareholder control, share-based financials, perpetual continuity, high liquidity (especially public stock), and statutory mergers—suite…

1
Organizational Choices – Episode 3: Utilizing Limited Partnerships 10:01

1M ago10:01

10:01

Join Professor Seth C. Oranburg as he examines limited partnerships, designed for separating investors (limited partners with liability shields) from managers (general partners with unlimited exposure). Through the framework, he discusses filings for formation, tiered liability/control, proportional financials, term-based continuity, low liquidity,…

1
Organizational Choices – Episode 2: Using a General Partnership 17:28

1M ago17:28

17:28

Professor Seth C. Oranburg explores general partnerships as the simplest entity, forming accidentally via conduct with no filings needed. Using the 7-issue framework, he covers unlimited liability, equal control/financial rights, fragile continuity, low liquidity, and merger challenges, highlighting risks and suitability for low-stakes, trust-based…

1
Organizational Choices – Episode 1: A Framework for Analyzing Entity Selection 16:53

1M ago16:53

16:53

In this opening episode, Professor Seth C. Oranburg introduces the series on selecting business entities, outlining a 7-issue framework (formation, liability, control, financial rights, continuity, liquidity, mergers) for analysis. He previews the core types—general partnerships, limited partnerships, corporations, and LLCs—plus alternatives, empha…

1
Mastering LLCs – Episode 10: Business Entity Flexibility and Choice 19:52

1M ago19:52

19:52

In the finale, Professor Seth C. Oranburg compares LLCs, corporations, and partnerships across seven elements: formation, capital structure, governance, fiduciary duties, liability, tax, and exit/dissolution. With hypotheticals and insights on form evolution, this capstone guides strategic entity selection for any business scenario.…

1
Mastering LLCs – Episode 9: The Future of LLCs 15:42

1M ago15:42

15:42

Professor Seth C. Oranburg ventures into cutting-edge LLC variants: series LLCs for asset isolation (Delaware §18-215), DAO LLCs for blockchain governance (Wyoming/Utah), and PLLCs for licensed professionals handling malpractice. He notes risks like cross-state uncertainty, perfect for innovative entity planning.…

1
Mastering LLCs – Episode 8: LLC Mergers and Conversions - Episode 8: LLC Mergers and Conversions 15:57

1M ago15:57

15:57

Explore LLC mergers, conversions, and transformations under ULLCA Article 10 with Professor Seth C. Oranburg. He discusses plans, approvals, filings, tax implications, and startup flips to C-corps for VC funding, contrasting with corporate mergers' formalities like appraisal rights. Ideal for growth-stage businesses.…

1
Mastering LLCs – Episode 7: Disassociation, Dissolution, and Deadlock in LLCs 10:50

1M ago10:50

10:50

Professor Seth C. Oranburg covers LLC endings under ULLCA §§601-701, including disassociation events (voluntary, judicial, death), dissolution triggers (unanimous, judicial, administrative), winding up, and deadlock cases like Fisk Ventures v. Segal. He contrasts with partnerships/corporations, offering tips to prevent meltdowns.…

1
Mastering LLCs – Episode 6: Veil Piercing in LLCs 15:56

1M ago15:56

15:56

Professor Seth C. Oranburg examines when LLC limited liability fails via veil piercing, focusing on single-member risks, commingling assets, undercapitalization, and alter ego factors. Paralleling corporate piercing, he highlights formalities to maintain the shield, crucial for small business owners avoiding personal exposure.…

1
Mastering LLCs – Episode 5: Fiduciary Duties in LLCs 27:59

1M ago27:59

27:59

In this episode, Professor Seth C. Oranburg explores fiduciary duties of care and loyalty under ULLCA §409, how far they can be modified or waived, and limits like "manifestly unreasonable" clauses. Drawing on cases like R&R Capital v. Buck & Doe Run Valley Farms, he contrasts LLCs with corporations and partnerships for internal accountability.…

1
Mastering LLCs – Episode 4: Operating Agreement Design 31:44

1M ago31:44

31:44

Professor Seth C. Oranburg dives into crafting LLC operating agreements under ULLCA §105, covering permissible/prohibited terms, voting rights, profit/loss allocations, transfer restrictions, and the "manifestly unreasonable" standard. He warns against boilerplate pitfalls and ambiguities, making this vital for tailored LLC governance.…

1
Mastering LLCs – Episode 3: Member- versus Manager-Managed LLCs 31:36

1M ago31:36

31:36

Join Professor Seth C. Oranburg as he contrasts member-managed (partnership-like) and manager-managed (corporation-like) LLCs under ULLCA §407. He discusses defaults, fiduciary duties, binding authority, and cases like Freely v. NHAOCG and McConnell v. Hunt Sports. A key episode for navigating LLC governance and avoiding conflicts.…

1
Mastering LLCs – Episode 2: LLC Formation and Operating Agreement 14:22

2M ago14:22

14:22

Professor Seth C. Oranburg explains LLC formation under ULLCA §201, including filing the certificate of organization, naming requirements, and registered agents. He emphasizes the critical role of operating agreements, capital contributions vs. corporate stock, and risks of oral agreements or defective filings. Essential for grasping LLC setup basi…

1
Mastering LLCs – Episode 1: What Are Limited Liability Companies? 17:08

2M ago17:08

17:08

In this opening episode, Professor Seth C. Oranburg introduces limited liability companies (LLCs) as a flexible hybrid between partnerships and corporations. He covers their history, key features like limited liability, pass-through taxation, and contractual freedom, plus comparisons to other forms and a season overview. Perfect for understanding w…

1
Corporations – Episode 8: The Future of Corporations 13:26

2M ago13:26

13:26

In the season finale, Professor Seth C. Oranburg speculates on the future of corporations, including AI in boardrooms, ESG pressures, public benefit corporations, and decentralized autonomous organizations (DAOs). He recaps the module's themes—limited liability, perpetual existence, and ownership-control separation—while noting innovations in Delaw…

1
Corporations – Episode 7: Corporate Separation of Ownership and Control 10:49

2M ago10:49

10:49

Explore why separating ownership from control is a feature, not a bug, in corporations with Professor Seth C. Oranburg. He contrasts this with partnerships, critiques pure shareholder democracy, and explains how it enables specialized management and efficiency. Drawing on historical insights from Berle and Means, this episode is key for corporate g…

1
Corporations – Episode 5: Shareholder Limited Liability and Piercing the Corporate Veil 20:55

2M ago20:55

20:55

In this episode, Professor Seth C. Oranburg examines limited liability—one of corporations' core superpowers—and when courts "pierce the veil" to hold shareholders personally liable. Covering alter ego theory, undercapitalization, fraud, and factors like commingling funds, he draws on cases and Delaware's strict standards. A critical listen for und…

1
Corporations – Episode 4: Corporate Governance Basics 9:54

2M ago9:54

9:54

Professor Seth C. Oranburg provides an overview of corporate governance, focusing on the roles of shareholders, directors, and officers. He discusses fiduciary duties of care and loyalty, the separation of ownership and control, and key legal frameworks like Delaware General Corporation Law. This episode previews deeper topics in governance, making…

1
Corporations – Episode 2: Corporate Charter and Bylaws 23:20

2M ago23:20

23:20

Professor Seth C. Oranburg dives into the foundational documents of a corporation: the certificate of incorporation (or charter) and bylaws. Learn about essential elements like corporate names, stock structures, business purposes, and registered agents, plus common pitfalls such as defective incorporation and the ultra vires doctrine. This episode …

1
Corporations – Episode 3: Corporate Finance 10:17

2M ago10:17

10:17

Join Professor Seth C. Oranburg as he explains how corporations raise capital through equity (stock) and debt. Covering topics like common vs. preferred stock, capital structure, dividends, and real-world examples from companies like Tesla and Apple, this episode also touches on legal rules from Delaware law and landmark cases like Dodge v. Ford. P…

1
Corporations – Episode 1: Why Corporations Exist 9:08

2M ago9:08

9:08

In this introductory episode of the Corporations module, Professor Seth C. Oranburg explores the fundamental reasons corporations dominate modern business. He breaks down key features like limited liability, perpetual existence, and specialized management, while highlighting Delaware's role as the premier jurisdiction for incorporation. Ideal for s…

1
Unwrapping Warranties: Promises and Protections in Contract Law 18:54

2M ago18:54

18:54

In this episode of Organized: The Business Law Breakdown, Professor Seth C. Oranburg dives into the world of warranties under the Uniform Commercial Code (UCC), exploring how these legal promises protect buyers and hold sellers accountable in sales of goods. Drawing from key principles in Contract Law: Rules, Cases, and Problems (2nd Edition), we b…

1
Episode 26: Limitations on Money Damages 27:02

3M ago27:02

27:02

This lecture explains the common law doctrines that limit how much money a court will award for breach of contract. Foreseeability asks whether the loss was within the parties’ contemplation at the time of agreement. Certainty asks whether the plaintiff can prove the amount with sufficient precision. Mitigation asks whether the injured party could …

1
Partnerships – Episode 7: Partnership Taxation 9:55

3M ago9:55

9:55

This episode introduces the fundamentals of partnership taxation under U.S. federal law. It explains how partnerships are treated as pass-through entities—allocating profits and losses directly to partners, who report them individually regardless of actual distributions. The discussion covers the concept of phantom income, the importance of tax bas…

1
Partnerships – Episode 6: Disassociation and Dissolution 8:26

3M ago8:26

8:26

This episode explains the legal framework for partner exit (disassociation) and business termination (dissolution) in general partnerships under the Revised Uniform Partnership Act (RUPA). It outlines the events that trigger disassociation—voluntary or involuntary—and distinguishes between rightful and wrongful departures. It also examines how diss…

1
Partnerships – Episode 5: Fiduciary Duties 6:35

3M ago6:35

6:35

This episode examines fiduciary duties in general partnerships under the Revised Uniform Partnership Act (RUPA). It introduces the core duties of loyalty and care, including specific obligations such as avoiding conflicts of interest, refraining from self-dealing, and exercising reasonable diligence in decision-making. The episode also discusses th…

1
Partnerships – Episode 4: Entity or Aggregate? 7:35

3M ago7:35

7:35

This episode introduces the Entity Theory of Partnerships as codified in the Revised Uniform Partnership Act (RUPA). It traces the historical shift from the aggregate theory—treating partnerships as collections of individuals—to the modern view of partnerships as distinct legal entities. The episode explains how this change affects property ownersh…

1
Partnerships – Episode 3: Partners’ Agency and Authority 9:59

3M ago9:59

9:59

This episode examines how authority operates in general partnerships under the Revised Uniform Partnership Act (RUPA). It explains the dual role of partners as both co-owners and agents, and how that affects the ability of each partner to bind the partnership to transactions. The discussion covers actual and apparent authority, including how author…

1
Partnerships – Episode 2: Default Governance (Flat and Equal) 9:37

3M ago9:37

9:37

Why do partnership laws assume everyone gets an equal vote—and an equal share—no matter how much they contribute? In this episode, we explore the “flat and equal” default rules that govern general partnerships under the Revised Uniform Partnership Act (RUPA). Professor Seth C. Oranburg breaks down how profits, losses, and management rights are divi…

1
Partnerships – Episode 1: What Are Partnerships? 11:32

3M ago11:32

11:32

In this kickoff episode of Season 4 of Organized: The Business Law Breakdown, Professor Seth C. Oranburg explains the basics of general partnerships: how they form, what makes a partnership under the law, and why these rules matter. Through practical examples, Professor Oranburg highlights how partnerships can arise by accident, the unique legal ri…

1
Economic Analysis of Agency Law – Episode 10: The Big Picture (Synthesizing Delegation and Trust) 6:17

3M ago6:17

6:17

In the final episode of our series on the economic analysis of agency law, Professor Seth C. Oranburg brings together all the insights from our journey. Reflecting on the whimsical yet instructive tale of Hotch Hotch, he recaps how delegation—while essential for progress—introduces challenges such as transaction costs, misaligned incentives, and co…

1
Economic Analysis of Agency Law – Episode 9: Managing Conflict 7:23

3M ago7:23

7:23

In Episode 9, Professor Seth C. Oranburg tackles one of the thorniest challenges in agency relationships: competing interests. Delegation is meant to align the goals of principals and agents, yet conflicts often arise—whether between a bold, entrepreneurial agent and a cautious counterpart or among multiple agents with divergent priorities. Using t…

1
What Is Crypto, Anyway? A Functional Framework for Digital Asset Regulation 19:32

4M ago19:32

19:32

Crypto isn’t a single thing—it’s a stack of different financial functions built on the same underlying technology. In this talk, Professor Seth Oranburg breaks down what so-called “crypto” assets actually do—raise capital, act like money, enable access, or support governance—and explains why each function demands a different legal response. Rather …