This report and the model contract clauses that it contains are an effort to help companies provide legally effective and operationally likely human rights protections for workers in international supply chains. The report is the product of the Working Group to Draft Human Rights Protections in International Supply Contracts, which is a unit of the American Bar Association Business Law Section. After identifying the problems, such as human trafficking and factory collapses as well as developing compliance obligations under federal, state, and foreign law, the report explains the difficulty of drafting legally effective clauses. Most of the issues result from the focus of established sales law on the conformity of the goods themselves rather than on the conditions under which the goods are made. Other issues stem from the tension between default remedies under sales law and the remedies that buyers and non-parties would prefer in the context of forced labor or other human rights violations. Accordingly, many clauses focus on warranty and remedies issues. In addition, disclaimers attempt to manage company risk by addressing theories of liability advanced in litigation (e.g., undertaking liability, peculiar risk doctrine, and third party beneficiaries). The contract clauses are drafted in the alternative so that they should work under the Uniform Commercial Code (UCC), as it is in effect in most of the US, and under the UN Convention on Contracts for the International Sale of Goods (CISG), which applies to many international sales of goods. Extensive annotations based on legal research explain the drafting choices made.
{"title":"Human Rights Protections in International Supply Chains—Protecting Workers and Managing Company Risk: 2018 Report and Model Contract Clauses from the Working Group to Draft Human Rights Protections in International Supply Contracts, ABA Section of Business Law","authors":"David V. Snyder, Susan Maslow","doi":"10.2139/ssrn.3194819","DOIUrl":"https://doi.org/10.2139/ssrn.3194819","url":null,"abstract":"This report and the model contract clauses that it contains are an effort to help companies provide legally effective and operationally likely human rights protections for workers in international supply chains. The report is the product of the Working Group to Draft Human Rights Protections in International Supply Contracts, which is a unit of the American Bar Association Business Law Section. After identifying the problems, such as human trafficking and factory collapses as well as developing compliance obligations under federal, state, and foreign law, the report explains the difficulty of drafting legally effective clauses. Most of the issues result from the focus of established sales law on the conformity of the goods themselves rather than on the conditions under which the goods are made. Other issues stem from the tension between default remedies under sales law and the remedies that buyers and non-parties would prefer in the context of forced labor or other human rights violations. Accordingly, many clauses focus on warranty and remedies issues. In addition, disclaimers attempt to manage company risk by addressing theories of liability advanced in litigation (e.g., undertaking liability, peculiar risk doctrine, and third party beneficiaries). The contract clauses are drafted in the alternative so that they should work under the Uniform Commercial Code (UCC), as it is in effect in most of the US, and under the UN Convention on Contracts for the International Sale of Goods (CISG), which applies to many international sales of goods. Extensive annotations based on legal research explain the drafting choices made.","PeriodicalId":35814,"journal":{"name":"Business Lawyer","volume":null,"pages":null},"PeriodicalIF":0.0,"publicationDate":"2018-06-12","publicationTypes":"Journal Article","fieldsOfStudy":null,"isOpenAccess":false,"openAccessPdf":"","citationCount":null,"resultStr":null,"platform":"Semanticscholar","paperid":"85356607","PeriodicalName":null,"FirstCategoryId":null,"ListUrlMain":null,"RegionNum":0,"RegionCategory":"","ArticlePicture":[],"TitleCN":null,"AbstractTextCN":null,"PMCID":"","EPubDate":null,"PubModel":null,"JCR":null,"JCRName":null,"Score":null,"Total":0}
Pub Date : 2016-03-03DOI: 10.18572/1999-4788-2016-1-23-31
V. Laptev
{"title":"The Corporate Agreement in the System of Sources of Corporate Relations Regulation","authors":"V. Laptev","doi":"10.18572/1999-4788-2016-1-23-31","DOIUrl":"https://doi.org/10.18572/1999-4788-2016-1-23-31","url":null,"abstract":"","PeriodicalId":35814,"journal":{"name":"Business Lawyer","volume":null,"pages":null},"PeriodicalIF":0.0,"publicationDate":"2016-03-03","publicationTypes":"Journal Article","fieldsOfStudy":null,"isOpenAccess":false,"openAccessPdf":"","citationCount":null,"resultStr":null,"platform":"Semanticscholar","paperid":"76817153","PeriodicalName":null,"FirstCategoryId":null,"ListUrlMain":null,"RegionNum":0,"RegionCategory":"","ArticlePicture":[],"TitleCN":null,"AbstractTextCN":null,"PMCID":"","EPubDate":null,"PubModel":null,"JCR":null,"JCRName":null,"Score":null,"Total":0}
Pub Date : 2015-09-10DOI: 10.18572/1999-4788-2015-3-57-64
V. Laptev
{"title":"Classifi cation of sources of the entrepreneurial law","authors":"V. Laptev","doi":"10.18572/1999-4788-2015-3-57-64","DOIUrl":"https://doi.org/10.18572/1999-4788-2015-3-57-64","url":null,"abstract":"","PeriodicalId":35814,"journal":{"name":"Business Lawyer","volume":null,"pages":null},"PeriodicalIF":0.0,"publicationDate":"2015-09-10","publicationTypes":"Journal Article","fieldsOfStudy":null,"isOpenAccess":false,"openAccessPdf":"","citationCount":null,"resultStr":null,"platform":"Semanticscholar","paperid":"87128628","PeriodicalName":null,"FirstCategoryId":null,"ListUrlMain":null,"RegionNum":0,"RegionCategory":"","ArticlePicture":[],"TitleCN":null,"AbstractTextCN":null,"PMCID":"","EPubDate":null,"PubModel":null,"JCR":null,"JCRName":null,"Score":null,"Total":0}
L. Strine, Lawrence A. Hamermesh, Matthew C. Jennejohn
The prevalence of settlements in class and derivative litigation challenging mergers and acquisitions in which the only payment is to plaintiffs’ attorneys suggests potential systemic dysfunction arising from the increased frequency of parallel litigation in multiple state courts. After examining possible explanations for that dysfunction, and the historical development of doctrines limiting parallel state court litigation — the doctrine of forum non conveniens and the “first-filed” doctrine — this article suggests that those doctrines should be revised to better address shareholder class and derivative litigation. Revisions to the doctrine of forum non conveniens should continue the historical trend, deemphasizing fortuitous and increasingly irrelevant geographic considerations, and should place greater emphasis on voluntary choice of law and the development of precedential guidance by the courts of the state responsible for supplying the chosen law. The “first-filed” rule should be replaced in shareholder representative litigation by meaningful consideration of affected parties’ interests and judicial efficiency.
{"title":"Putting Stockholders First, Not the First-Filed Complaint","authors":"L. Strine, Lawrence A. Hamermesh, Matthew C. Jennejohn","doi":"10.2139/SSRN.2200499","DOIUrl":"https://doi.org/10.2139/SSRN.2200499","url":null,"abstract":"The prevalence of settlements in class and derivative litigation challenging mergers and acquisitions in which the only payment is to plaintiffs’ attorneys suggests potential systemic dysfunction arising from the increased frequency of parallel litigation in multiple state courts. After examining possible explanations for that dysfunction, and the historical development of doctrines limiting parallel state court litigation — the doctrine of forum non conveniens and the “first-filed” doctrine — this article suggests that those doctrines should be revised to better address shareholder class and derivative litigation. Revisions to the doctrine of forum non conveniens should continue the historical trend, deemphasizing fortuitous and increasingly irrelevant geographic considerations, and should place greater emphasis on voluntary choice of law and the development of precedential guidance by the courts of the state responsible for supplying the chosen law. The “first-filed” rule should be replaced in shareholder representative litigation by meaningful consideration of affected parties’ interests and judicial efficiency.","PeriodicalId":35814,"journal":{"name":"Business Lawyer","volume":null,"pages":null},"PeriodicalIF":0.0,"publicationDate":"2013-01-10","publicationTypes":"Journal Article","fieldsOfStudy":null,"isOpenAccess":false,"openAccessPdf":"","citationCount":null,"resultStr":null,"platform":"Semanticscholar","paperid":"75854464","PeriodicalName":null,"FirstCategoryId":null,"ListUrlMain":null,"RegionNum":0,"RegionCategory":"","ArticlePicture":[],"TitleCN":null,"AbstractTextCN":null,"PMCID":"","EPubDate":null,"PubModel":null,"JCR":null,"JCRName":null,"Score":null,"Total":0}
The Supreme Court is about to hear Dura Pharmaceuticals Inc. v. Broudo, a case in which the Ninth Circuit significantly liberalized the "loss causation" standards applicable to federal securities litigation. In response to a companion article by Professor Merritt Fox, which favors such a liberalization and even the abandonment of loss causation as a necessary element, Professor Coffee argues that any change in causation standards that permits a plaintiff to escape showing a decline in the security's stock market price attributable to the material misstatement or omission gives rise to perverse incentives, which would likely result in the award of phantom losses that may have been caused instead by other factors, such as a market bubble. More generally, he argues that the securities class action against the corporate defendant in cases of secondary market stock drops appears to serve little legitimate function, advancing neither compensatory nor deterrent ends. Instead, such actions against the corporation (as opposed to actions against gatekeepers, controlling persons or the corporation in the primary market setting) principally effect inefficient wealth transfers among largely diversified shareholders. Given the legal and other transaction costs involved, shareholders appear likely to be net losers from such actions. As a result, he concludes that further minimization of the causation requirement should await policy clarification of the role of the "fraud on the market" action against a non-trading issuer defendant.
{"title":"Causation by Presumption? Why the Supreme Court Should Reject Phantom Losses and Reverse Broudo","authors":"J. Coffee","doi":"10.2139/SSRN.648624","DOIUrl":"https://doi.org/10.2139/SSRN.648624","url":null,"abstract":"The Supreme Court is about to hear Dura Pharmaceuticals Inc. v. Broudo, a case in which the Ninth Circuit significantly liberalized the \"loss causation\" standards applicable to federal securities litigation. In response to a companion article by Professor Merritt Fox, which favors such a liberalization and even the abandonment of loss causation as a necessary element, Professor Coffee argues that any change in causation standards that permits a plaintiff to escape showing a decline in the security's stock market price attributable to the material misstatement or omission gives rise to perverse incentives, which would likely result in the award of phantom losses that may have been caused instead by other factors, such as a market bubble. More generally, he argues that the securities class action against the corporate defendant in cases of secondary market stock drops appears to serve little legitimate function, advancing neither compensatory nor deterrent ends. Instead, such actions against the corporation (as opposed to actions against gatekeepers, controlling persons or the corporation in the primary market setting) principally effect inefficient wealth transfers among largely diversified shareholders. Given the legal and other transaction costs involved, shareholders appear likely to be net losers from such actions. As a result, he concludes that further minimization of the causation requirement should await policy clarification of the role of the \"fraud on the market\" action against a non-trading issuer defendant.","PeriodicalId":35814,"journal":{"name":"Business Lawyer","volume":null,"pages":null},"PeriodicalIF":0.0,"publicationDate":"2005-01-01","publicationTypes":"Journal Article","fieldsOfStudy":null,"isOpenAccess":false,"openAccessPdf":"","citationCount":null,"resultStr":null,"platform":"Semanticscholar","paperid":"76088321","PeriodicalName":null,"FirstCategoryId":null,"ListUrlMain":null,"RegionNum":0,"RegionCategory":"","ArticlePicture":[],"TitleCN":null,"AbstractTextCN":null,"PMCID":"","EPubDate":null,"PubModel":null,"JCR":null,"JCRName":null,"Score":null,"Total":0}
The common law principle that directors owe a primary duty to their corporation and a secondary duty to the shareholders of that corporation, has been gradually eroded by the federal securities laws so that directors are charged with owing duties to shareholders, with the corporation and other corporate constituents relegated to a lower status. Further, the shareholder primacy model has become the dominant model in scholarship theories with regard to the firm, although other models have been proposed and debated. Under the shareholder primacy model, shareholders are considered the "owners" of the corporation and therefore given rights at the expense of other corporation constituents. Although modern institutional investors do not behave like owners of corporate property, the shareholder primacy norm has been strengthened and reinforced by the Sarbanes-Oxley Act of 2002. Further, in the wake of recent corporate scandals, institutions have been demanding more rights, specifically more rights with respect to the nomination of corporate directors. In view of these demands, this Essay will inquire as to whether large shareholders should obtain any such rights without also acquiring duties to the corporations in which they invest and to other shareholders.
{"title":"Should a Duty to the Corporation be Imposed on Institutional Shareholders","authors":"R. Karmel","doi":"10.2139/SSRN.546642","DOIUrl":"https://doi.org/10.2139/SSRN.546642","url":null,"abstract":"The common law principle that directors owe a primary duty to their corporation and a secondary duty to the shareholders of that corporation, has been gradually eroded by the federal securities laws so that directors are charged with owing duties to shareholders, with the corporation and other corporate constituents relegated to a lower status. Further, the shareholder primacy model has become the dominant model in scholarship theories with regard to the firm, although other models have been proposed and debated. Under the shareholder primacy model, shareholders are considered the \"owners\" of the corporation and therefore given rights at the expense of other corporation constituents. Although modern institutional investors do not behave like owners of corporate property, the shareholder primacy norm has been strengthened and reinforced by the Sarbanes-Oxley Act of 2002. Further, in the wake of recent corporate scandals, institutions have been demanding more rights, specifically more rights with respect to the nomination of corporate directors. In view of these demands, this Essay will inquire as to whether large shareholders should obtain any such rights without also acquiring duties to the corporations in which they invest and to other shareholders.","PeriodicalId":35814,"journal":{"name":"Business Lawyer","volume":null,"pages":null},"PeriodicalIF":0.0,"publicationDate":"2004-05-01","publicationTypes":"Journal Article","fieldsOfStudy":null,"isOpenAccess":false,"openAccessPdf":"","citationCount":null,"resultStr":null,"platform":"Semanticscholar","paperid":"80814826","PeriodicalName":null,"FirstCategoryId":null,"ListUrlMain":null,"RegionNum":0,"RegionCategory":"","ArticlePicture":[],"TitleCN":null,"AbstractTextCN":null,"PMCID":"","EPubDate":null,"PubModel":null,"JCR":null,"JCRName":null,"Score":null,"Total":0}
This article engages a fundamental question of corporate law: when is a corporate structure legitimate, and when should it be collapsed? Although this question arises in many contexts (such as substantive consolidation, piercing the corporate veil, and collapsing leveraged buyout transactions), it is becoming most urgent in the context of widespread but increasingly complex structured finance transactions, which often utilize multiple corporate entities as part of the overall structure. Judges and scholars have attempted to answer this question in isolated doctrinal contexts, but they have not seen the question as cutting across doctrines or attempted to formulate rules of general application, much less an overall theory from which to derive such rules. This failure leaves the law with unsettling ad hocery, which in turn creates uncertainty, inconsistency, and inefficiency on multiple levels. My article attempts to answer this question by synthesizing existing doctrine, applying economic and contract theory to the synthesis, and then testing the result against actual examples. The answer not only helps to explain and harmonize existing doctrine but also provides a conceptual framework for developing future judicial doctrine and legislative initiatives.
{"title":"Collapsing Corporate Structures: Resolving the Tension Between Form and Substance","authors":"S. Schwarcz","doi":"10.2139/SSRN.436642","DOIUrl":"https://doi.org/10.2139/SSRN.436642","url":null,"abstract":"This article engages a fundamental question of corporate law: when is a corporate structure legitimate, and when should it be collapsed? Although this question arises in many contexts (such as substantive consolidation, piercing the corporate veil, and collapsing leveraged buyout transactions), it is becoming most urgent in the context of widespread but increasingly complex structured finance transactions, which often utilize multiple corporate entities as part of the overall structure. Judges and scholars have attempted to answer this question in isolated doctrinal contexts, but they have not seen the question as cutting across doctrines or attempted to formulate rules of general application, much less an overall theory from which to derive such rules. This failure leaves the law with unsettling ad hocery, which in turn creates uncertainty, inconsistency, and inefficiency on multiple levels. My article attempts to answer this question by synthesizing existing doctrine, applying economic and contract theory to the synthesis, and then testing the result against actual examples. The answer not only helps to explain and harmonize existing doctrine but also provides a conceptual framework for developing future judicial doctrine and legislative initiatives.","PeriodicalId":35814,"journal":{"name":"Business Lawyer","volume":null,"pages":null},"PeriodicalIF":0.0,"publicationDate":"2003-09-19","publicationTypes":"Journal Article","fieldsOfStudy":null,"isOpenAccess":false,"openAccessPdf":"","citationCount":null,"resultStr":null,"platform":"Semanticscholar","paperid":"80799069","PeriodicalName":null,"FirstCategoryId":null,"ListUrlMain":null,"RegionNum":0,"RegionCategory":"","ArticlePicture":[],"TitleCN":null,"AbstractTextCN":null,"PMCID":"","EPubDate":null,"PubModel":null,"JCR":null,"JCRName":null,"Score":null,"Total":0}
Notwithstanding their origins in gratuitous transfers, trusts are increasingly being used for securitizations and other distinctly non-gratuitous commercial or financial transactions. Few, however, have considered whether existing trust law is adequate to govern these "commercial" trusts, or whether commercial trusts are a better form of business organization than traditional alternatives, such as corporations. My article builds an analytical framework to examine these issues, concluding that commercial trusts and corporations can be viewed as mirror-image entities that respond to different investor needs. Although its focus is on trust law in the United States, the article also attempts to inform scholars in civil law countries, where trusts are only now beginning to be recognized, why trusts have become important forms of business organization.
{"title":"Commercial Trusts as Business Organizations: Unraveling the Mystery","authors":"S. Schwarcz","doi":"10.2139/SSRN.319802","DOIUrl":"https://doi.org/10.2139/SSRN.319802","url":null,"abstract":"Notwithstanding their origins in gratuitous transfers, trusts are increasingly being used for securitizations and other distinctly non-gratuitous commercial or financial transactions. Few, however, have considered whether existing trust law is adequate to govern these \"commercial\" trusts, or whether commercial trusts are a better form of business organization than traditional alternatives, such as corporations. My article builds an analytical framework to examine these issues, concluding that commercial trusts and corporations can be viewed as mirror-image entities that respond to different investor needs. Although its focus is on trust law in the United States, the article also attempts to inform scholars in civil law countries, where trusts are only now beginning to be recognized, why trusts have become important forms of business organization.","PeriodicalId":35814,"journal":{"name":"Business Lawyer","volume":null,"pages":null},"PeriodicalIF":0.0,"publicationDate":"2003-01-02","publicationTypes":"Journal Article","fieldsOfStudy":null,"isOpenAccess":false,"openAccessPdf":"","citationCount":null,"resultStr":null,"platform":"Semanticscholar","paperid":"87938068","PeriodicalName":null,"FirstCategoryId":null,"ListUrlMain":null,"RegionNum":0,"RegionCategory":"","ArticlePicture":[],"TitleCN":null,"AbstractTextCN":null,"PMCID":"","EPubDate":null,"PubModel":null,"JCR":null,"JCRName":null,"Score":null,"Total":0}
Each year, the Section of Business Law sponsors the Mendes Hershman Student Writing Contest to encourage and reward law student writings on business law subjects of general and current interest. Essays submitted for consideration must be the work oj the submitting student without substantial editorial input from others. The papers are judged on research and analysis, choice oj topic, writing style, originality, and contribution to the literature available on the topic. Depending on the topic, whether the paper has been previously published, and other factors, the winning essay is considered for publication in The Business Lawyer. The winning essay for 2002-2003 was submitted by Joshua A. Naftalis. However, Mr. Naftalis' paper had previously been published at 102 Colum. L Rev. 1912 (2002), so it is not being republished here. Mr. Naftalis was awarded the Mendes Hershman Student Writing Contest Prize at the Sections luncheon at the Annual Meeting in August 2003. An abstract of Mr. Naftalis' paper is set forth below.
商法学院每年都会举办门德斯·赫什曼学生写作比赛，鼓励和奖励法律专业学生就普遍和当前感兴趣的商法主题进行写作。提交的论文必须是提交学生的作品，没有其他人的实质性编辑输入。论文的评判标准包括研究和分析、选题、写作风格、独创性和对相关文献的贡献。根据主题，论文是否以前发表过，以及其他因素，获奖论文被考虑在商业律师上发表。2002-2003年度的获奖文章是由Joshua A. Naftalis提交的。不过，Naftalis先生的论文以前曾在102专栏发表过。L Rev. 1912(2002)，所以这里不再重印。2003年8月，纳夫塔利斯先生在年会的午餐会上被授予门德斯·赫什曼学生写作比赛奖。纳夫塔利斯先生的论文摘要如下。
{"title":"\"Wells Submissions\" to the SEC as Offers of Settlement Under Federal Rule of Evidence 408 and Their Protection from Third-Party Discovery","authors":"Joshua A. Naftalis","doi":"10.2307/1123663","DOIUrl":"https://doi.org/10.2307/1123663","url":null,"abstract":"Each year, the Section of Business Law sponsors the Mendes Hershman Student Writing Contest to encourage and reward law student writings on business law subjects of general and current interest. Essays submitted for consideration must be the work oj the submitting student without substantial editorial input from others. The papers are judged on research and analysis, choice oj topic, writing style, originality, and contribution to the literature available on the topic. Depending on the topic, whether the paper has been previously published, and other factors, the winning essay is considered for publication in The Business Lawyer. The winning essay for 2002-2003 was submitted by Joshua A. Naftalis. However, Mr. Naftalis' paper had previously been published at 102 Colum. L Rev. 1912 (2002), so it is not being republished here. Mr. Naftalis was awarded the Mendes Hershman Student Writing Contest Prize at the Sections luncheon at the Annual Meeting in August 2003. An abstract of Mr. Naftalis' paper is set forth below.","PeriodicalId":35814,"journal":{"name":"Business Lawyer","volume":null,"pages":null},"PeriodicalIF":0.0,"publicationDate":"2002-11-01","publicationTypes":"Journal Article","fieldsOfStudy":null,"isOpenAccess":false,"openAccessPdf":"","citationCount":null,"resultStr":null,"platform":"Semanticscholar","paperid":"83584117","PeriodicalName":null,"FirstCategoryId":null,"ListUrlMain":null,"RegionNum":0,"RegionCategory":"","ArticlePicture":[],"TitleCN":null,"AbstractTextCN":null,"PMCID":"","EPubDate":null,"PubModel":null,"JCR":null,"JCRName":null,"Score":null,"Total":0}
Debacles of historic dimensions tend to produce an excess of explanations. So has it been with Enron, as virtually every commentator has a different diagnosis and a different prescription. Yet, in most respects, Enron is a maddeningly idiosyncratic example of pathological corporate governance, which by itself cannot provide evidence of systematic governance failure. Properly understood, however, the Enron debacle furnishes a paradigm of "gatekeeper failure" - that is, of why and when reliance may not be justified on "reputational intermediaries," such as auditors, securities analysts, attorneys, and other professionals who pledge their reputational capital to vouch for information that investors cannot easily verify. This comment shows that, during the 1990's, the expected liability costs associated with gatekeeper acquiescence in managerial misbehavior went down, while the expected benefits went up - with the unsurprising result that earnings restatements and earnings management increased. Diagnosing the circumstances under which "gatekeeper failure" is likely leads in turn to prescriptions focused on re-aligning the incentives of gatekeepers with those of investors.
{"title":"Understanding Enron: It's About the Gatekeepers, Stupid","authors":"J. Coffee, J. Coffee","doi":"10.2139/SSRN.325240","DOIUrl":"https://doi.org/10.2139/SSRN.325240","url":null,"abstract":"Debacles of historic dimensions tend to produce an excess of explanations. So has it been with Enron, as virtually every commentator has a different diagnosis and a different prescription. Yet, in most respects, Enron is a maddeningly idiosyncratic example of pathological corporate governance, which by itself cannot provide evidence of systematic governance failure. Properly understood, however, the Enron debacle furnishes a paradigm of \"gatekeeper failure\" - that is, of why and when reliance may not be justified on \"reputational intermediaries,\" such as auditors, securities analysts, attorneys, and other professionals who pledge their reputational capital to vouch for information that investors cannot easily verify. This comment shows that, during the 1990's, the expected liability costs associated with gatekeeper acquiescence in managerial misbehavior went down, while the expected benefits went up - with the unsurprising result that earnings restatements and earnings management increased. Diagnosing the circumstances under which \"gatekeeper failure\" is likely leads in turn to prescriptions focused on re-aligning the incentives of gatekeepers with those of investors.","PeriodicalId":35814,"journal":{"name":"Business Lawyer","volume":null,"pages":null},"PeriodicalIF":0.0,"publicationDate":"2002-07-30","publicationTypes":"Journal Article","fieldsOfStudy":null,"isOpenAccess":false,"openAccessPdf":"","citationCount":null,"resultStr":null,"platform":"Semanticscholar","paperid":"88869849","PeriodicalName":null,"FirstCategoryId":null,"ListUrlMain":null,"RegionNum":0,"RegionCategory":"","ArticlePicture":[],"TitleCN":null,"AbstractTextCN":null,"PMCID":"","EPubDate":null,"PubModel":null,"JCR":null,"JCRName":null,"Score":null,"Total":0}
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