We at the Atlas Society and its Business Rights Center mourn the passing of Professor Larry Ribstein, who died of a stroke on December 24, at the age of 65. A pro-business blogger without peer, he stood out as a rare champion of justice amid the Great American Rich Hunt that has taken place in the ten years following the collapse of Enron
At the time of his death, Professor Ribstein held the Mildred van Voorhis Jones chair at the University of Illinois College of Law and was also the associate dean for research. He received his A.B. from John Hopkins University in 1968 and his J.D. from the University of Chicago Law School in 1972. After practicing securities law at a Chicago firm for three years, Professor Ribstein spent twelve years at the Mercer University Law School. He was at the George Mason University School of Law from 1987 to 2002, then moved to the University of Illinois.
Among the most important themes in Professor Ribstein’s thinking were the folly of criminalizing “agency costs”; the prospects for improving business governance by employing non-corporate structures; and the importance of federalism in improving business law. The themes were not unrelated. For example, Ribstein insisted time and again that the divergent interests of shareholders and executives (“agency costs”) were ill-addressed by criminalizing executive behavior. Far better controls, he believed, were to be found in the emerging partnership-like associations that he dubbed “uncorporations.” And, he believed, better legal governance of these uncorporations would be produced by legislative and judicial competition among the American states. No wonder that two of Ribstein’s most important academic works were The Rise of the Uncorporation and The Law Market.
For those outside the world of academic legal theory, however, all of that scholarship was but the intellectual foundation for Ribstein’s blogging career. On October 1, 2003, he began a blog called “Busfilm,” intending to discuss the ways in which films portrayed business and businessmen. (The Business Rights Center is proud to have commissioned Professor Ribstein’s last review of a business film, that of Margin Call)
. In December 2003 and January 2004, Ribstein again posted to Busfilm. But then on February 1, 2004, he launched a new blog, called “Ideoblog,” which would deal with all of his varied concerns. And with that, Larry Ribstein became one of the very few—and surely the most outstanding—of the voices raised against the howling mobs of the Great American Rich Hunt.
Three things lifted Professor Ribstein’s voice even above those few others who joined him in protest. First and foremost, his study of cinema’s portrayal of business had shown him that the attack on business was not essentially legal but had deep emotional roots, tracing back to the eternal conflict between the intellectual creator and his financial patron. Secondly, unlike pro-business journalists, Ribstein knew the intricacies of business law thoroughly, and he had a forum in which he was free to discuss those intricacies at length and in technical terms. Thirdly, unlike certain white-collar-crime defense lawyers, he was not perceived as being by profession “pro-defendant.”
Professor Ribstein also stood out for his audacity. Early in 2006, he announced that he would begin a weekly refutation of the business column written by the New York Times’s Pulitzer Prize–winning Gretchen Morgenson. Other pro-business writers had occasionally criticized a Morgenson column, but usually with cautious technical objections and often without mentioning her name. Yet here was Ribstein, declaring that the New York Times’s laureled business columnist was so egregiously and consistently wrong about business that he could safely promise, in advance, to wreak intellectual destruction upon each and every column she wrote.
But though the anti-Morgenson crusade was great fun, the single most important battle Professor Ribstein waged was his four years of posting in opposition to the backdated-options frenzy. His earliest entry into the fray seems to have been on June 16, 2006, just three months after the Wall Street Journal launched its witch hunt—and even then he was apologizing for having come late to the issue. His last entry on backdated options seems to have been written on March 11, 2010, and he began it with this summary: “As I've chronicled over the years, backdating has gone from a story of supposed corporate greed to a sorry mess of prosecutorial misconduct.”
The remark highlights what was most important about Ribstein’s sense of justice: the concern for individuals that motivated it. His close ally in pro-business blogging, Houston lawyer Tom Kirkendall, wrote this on the occasion of Professor Ribstein’s death: “The trait that drew me most to Larry was his humanity. Although he decried how our government's senseless criminalization of business was destroying jobs and hindering the creation of wealth, Larry cared even more deeply about the incalculable damage to executives and their families that resulted from the absurdly long prison terms that were often the product of such dubious prosecutions. When family members of wrongfully prosecuted executives came upon Larry's writings, many of them would reach out to Larry for support, which he generously provided to them.”
Today, of course, the criminalization of business continues. So too does prosecutorial misconduct in business cases, and so therefore does the victimization of businessmen’s families. But the worst is this: Today, we no longer have Larry Ribstein to help us fight back.
Roger Donway, Program Director, The Business Rights Center.