This chapter explores the interaction between the director’s duty of loyalty and competition. It suggests that the interaction between corporate opportunity rules, which protect the company against the exploitation of business opportunities by the director, and its effects on competition and innovation require closer empirical analysis. This chapter provides a basic overview of corporate opportunity rules and then shows how such rules, which exist in numerous jurisdictions, may in certain cases have negative unilateral effects on competition and how they might also affect dynamic competition.

Although proponents of online dispute resolution systems proclaim that their innovations will expand access to justice for so-called “simple cases,” evidence of how the technology actually operates and who is benefitting from it demonstrates just the opposite. Resolution of some disputes may be more expeditious and user interface more intuitive. But in order to achieve this, parties generally do not receive meaningful information about their rights and defenses. The opacity of the technology (ODR code is not public and unlike court appearance its proceedings are private) means that due process defects and systemic biases are difficult to identify and address. Worse still, the “simple cases” argument for ODR assumes that the dollar value of a dispute is a reasonable proxy for its complexity and significance to the parties. This assumption is contradicted by well established research on procedural justice. Moreover, recent empirical studies show that low money value cases, which dominate state court dockets, are for the most part debt collection proceedings brought by well-represented private creditors or public creditors (including courts themselves, which increasingly depend on fines and fees for their operating budget). Defendants in these proceedings are overwhelmingly unrepresented individuals. What ODR offers in these settings is not access to justice for ordinary people, but rather a powerful accelerated collection and compliance technology for private creditors and the state. This chapter examines the design features of ODR and connects them to the ideology of tech evangelism that drives deregulation and market capture, the aspirations of the alternative dispute resolution movement, and hostility to the adversary system that has made strange bedfellows of traditional proponents of access to justice and tech profiteers. The chapter closes with an analysis of front-end standards for courts and bar regulators to consider to ensure that technology marketed in the name of access to justice actually serves the legal needs of ordinary people.

This chapter uses the case of CAV standards to explore how this “disruptive innovation” may alter the boundaries of international trade agreements. Amid the transition to a driverless future, the transformative nature of disruptive innovation renders the interpretation and application of trade rules challenging. The chapter focuses on two issues – the goods/services boundaries, and the public/private sector boundaries. Considering the data-driven business models and the integrated technical features, CAV-related safety standards may disrupt the scope of coverage of the TBT Agreement. As CAVs evolve from level 0 to level 5, how should CAV standards be reclassified? In addition, for levels 1–4, in which humans and CAVs are co-drivers, the industry-led voluntary standards provide a baseline for judges in the evaluation of appropriate levels and evidence of CAV safety prior to deployment, which may become a strong incentive for CAV manufacturers to comply with “guidance,” “best practice,” or “codes of conduct.” To what extent should a WTO tribunal assume the responsibility of members with regard to CAV safety standards prepared and published by a private entity? The development of disruptive innovation involves changes in governance frameworks and calls for new governance approaches that break the boundaries of existing trade disciplines.

"Theories of niche construction and near-decomposability, which correspond to competition and decentralization in economic parlance, illuminate how respective networks of authority served parochial purposes, with motivations related to specific challenges: in China, to rule a large territory, and in Europe, to enhance the competitive power of small states in a fragmented landscape. A shift toward outward expansion made European elites less parochial and resulted in an explosive wave of innovation. China’s centralized network enabled periods of unmatched stability and prosperity; but the merit-based bureaucracy stifled innovation, preventing the rise of a merchant class, an independent private sector, and outward expansion, all of which were associated with Europe’s industrialization. China’s inward gaze ensured the paramount political power of bureaucratic elites, resulting in systemic corruption that grew extensively over time, impoverishing the peasantry and causing rebellions, chaos, and conflict – a process that repeated itself throughout China’s history.