About

Seth C. Oranburg is a law professor and scholar whose work sits at the intersection of technological disruption, institutional trust, and legal design.

He studies how technological disruption destabilizes moral norms and social trust, and how legal design can restore integrity to markets and institutions.

His work spans corporate and securities regulation, contracts, trade secrets, and digital assets (including cryptocurrency and decentralized autonomous organizations). Oranburg asks how law builds organizational trust—and how it responds when institutions fail.

Before entering academia, Oranburg practiced venture finance and emerging-company law at Fenwick & West LLP in Silicon Valley, and antitrust law at Cadwalader, Wickersham & Taft in Washington, DC. He earned his J.D., with honors, from the University of Chicago Law School and his B.A., magna cum laude, from the University of Florida.

Current Positions

• Professor of Law, University of New Hampshire Franklin Pierce School of Law (2024–2026)
• Director, Program on Organizations, Business and Markets, NYU Law Classical Liberal Institute
• Chair, Law Faculty Section, Academic Engagement Network
• Fellow, Faculty of Law, Haifa Center for Law and Technology

Bar Admissions & Practice

• Licensed in New Hampshire, California, and the District of Columbia
• Venture finance and emerging-company law, Fenwick & West LLP (Silicon Valley)
• Antitrust law, Cadwalader, Wickersham & Taft (Washington, DC)

Research & Publications

Oranburg's scholarship examines how law structures organizations, governs markets, and responds to technological change. His books and articles span corporate law, securities regulation, fintech, and trade secrets.

Books

Casebooks, treatises, and monographs on business law, contracts, trade secrets, and financial technology.

Recent Articles

Selected law review articles on digital assets, corporate governance, and financial regulation. Click any article to read the abstract.

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  Musk's OpenAI and Warren Clashes to Steer AI Governance's Future
  Bloomberg Law , 2025 (with Anat Alon-Beck) | Full Text
  Explores competing visions for AI governance through the lens of Elon Musk's conflict with OpenAI and Elizabeth Warren's regulatory proposals. Analyzes how these clashes will shape the future of AI regulation, balancing innovation with ethical standards.
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  Delaware's Corporate Law Reform Would Fortify Stable Governance
  Bloomberg Law , 2025 | Full Text
  Defends Delaware's SB21 corporate law reform as strengthening predictability and stable governance rather than weakening shareholder protections. Argues that clear, bright-line rules benefit corporations, investors, and the business community.
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  Collective Phronesis in Equity Crowdfunding: Structuring Financial Regulation for Practical Wisdom
  2025 | SSRN
  Applies the concept of collective practical wisdom (phronesis) to equity crowdfunding regulation. Argues that regulatory design should cultivate rather than replace the judgment of market participants. Bridges the crowdfunding scholarship with the governance theory work.
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  From Anti-Bad to Pro-Good: Legal Architecture for Collective Phronesis
  2025 | SSRN
  Argues that modern law has defined itself exclusively by harm prevention (the "anti-bad" function) while abandoning the cultivation of practical wisdom (the "pro-good" function). Proposes legal architecture that recovers the conditions for collective phronesis — the institutional capacity for wise judgment. Companion to Judgment Proof.
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  Legitimate University Governance
  2025 | SSRN
  Develops the concept of "sovereign charities" — elite private universities that wield public influence, receive public subsidy, and perform public functions while governing themselves as private corporations answerable to no external constituency. Explains how this governance architecture enables the conditions documented in Exclusive Inclusion.
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  Right to Not Work: Why (Some) Unions Are Anti-Religion
  FIU Law Review , 2025 | SSRN | Full Text
  When union seniority systems collide with an employee's right to observe the Sabbath, who wins? After the Supreme Court's unanimous decision in Groff v. DeJoy raised the bar from "de minimis" to "substantial increased costs," this article examines the unique double bind facing religious workers in union-security states where CBA seniority rules directly block religious accommodations.
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  Beyond the Ivory Tower: Confronting Antisemitism, Anti-Zionism, and Free Speech Through Firsthand Observation and Engagement
  Academic Engagement Network Research Paper Series , 2025 | Full Text
  Examines whether anti-Zionism constitutes antisemitism, drawing on legal analysis and firsthand observations in Israel after October 7. Proposes a liberal-realist framework for institutional clarity, advocating virtue ethics and institutional integrity on campuses.
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  "Private" Governance Is Actually a Club Good
  (forthcoming 2026) | SSRN
  Network governance is a club good: excludable through ostracism, nonrivalrous up to congestion, voluntarily joined, and financed by members. Courts that displace a network's authority to ostracize rule-breakers weaken the excludability that makes governance valuable to members and non-members alike. When the ostracism mechanism loses credibility, members defect, governance quality declines, and the positive externalities governance creates for non-members disappear. Courts should recognize doctrines that defer to network decisions as implicit Pigouvian subsidies that reduce governance costs and help prevent the undersupply of socially valuable governance.
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  The Wrong Plaintiff: Contract Damages Versus Network Expulsion and the Collapse of Distributed Governance
  (forthcoming 2026) | SSRN
  Courts awarding standard contract remedies can destroy private network governance. In collectively governed trading networks, commercial cooperation depends on the credible threat of ostracism — a club good that is excludable and nonrivalrous. When judicial intervention displaces the network's authority to exclude violators, it converts collective exclusion from a property rule into a liability rule and degrades the club good into a public good. Making one obligee whole through expectation damages can produce a net welfare loss by weakening the credibility of exclusion. Connects Buchanan's club goods theory to Calabresi and Melamed's property/liability distinction through the empirical work of Bernstein, Greif, Landa, and Ostrom.
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  Exclusive Inclusion
  (forthcoming 2026) | SSRN
  Institutions publicly committed to inclusion can produce systematic identity-based exclusion as a structural output. Self-perpetuating boards, unenforceable fiduciary duties, and the absence of stakeholder standing create an accountability void that organized factions exploit. The mechanism is architectural, not attitudinal, and operates across identity categories: Jewish students, Women of Color in STEM, Black students at liberal arts colleges, conservative faculty, and students with disabilities all face exclusion through the same governance failures. Proposes three structural reforms: stakeholder standing modeled on corporate derivative suits, enforceable mission specificity, and an operational test for tax exemption adapted from hospital community benefit standards.
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  Crosstagion: The GENIUS Act, CLARITY, and the OCC-CFTC-SEC Gap in Bidirectional Stablecoin Contagion
  (forthcoming 2026) | SSRN
  The GENIUS Act protects against systemic risk flowing in one direction — from stablecoin failure into banking risk. But the empirical record of crosstagion demonstrates the channel runs both ways. When Silicon Valley Bank's failure briefly unpegged USDC in March 2023, the cascade into decentralized markets fell into a jurisdictional gap that neither GENIUS nor CLARITY resolves. No statute allocates liability or mandates coordination among the OCC, CFTC, and SEC when contagion crosses their boundaries. Proposes a tri-agency coordination mechanism triggered by observable stress indicators that assigns jurisdictional primacy before a crisis rather than after.
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  Valuing Uncertain Trade Secrets: Epistemic Boundaries of the Reasonable Royalties Remedy
  (forthcoming 2025)
  Reasonable royalties for trade secret misappropriation borrow the hypothetical-negotiation framework from patent law, but trade secrets lack patent's fixed duration, public disclosure, and market anchors. Distinguishes "market-anchored" secrets from "uncertain-value" secrets and proposes a calibration principle requiring meaningful price-discovery evidence.
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  A Systems Approach: Teaching Intellectual Property in Our Interconnected World
  (forthcoming 2025) | SSRN
  IP education must shift from fragmented to integrated systems thinking. Patents, trademarks, copyrights, and trade secrets should be taught as an interconnected system, not in silos. Uses UNH Franklin Pierce's Hybrid JD program as a case study.
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  Replacing Howey with CLARITY: Resolving Securities Regulation's Temporal Paradox
  Review of Banking and Financial Law — Boston University (forthcoming 2025) | SSRN
  Blockchain assets can transform their legal status as they decentralize, evolving from securities to commodity-like instruments. The Howey test provides no framework for this evolution — a gap termed the "Temporal Paradox." The CLARITY Act resolves it by structuring regulation around asset lifecycle phases with a conditional exemption and maturity certification mechanism.

View all publications →

Public Commentary

Oranburg writes and speaks on financial regulation, digital assets, academic freedom, and the rule of law. His commentary appears in Bloomberg Law, the Washington Examiner, the Daily Caller, and other outlets.

Latest Op-Ed

The most recent published commentary.

Featured Video

Selected video appearances and presentations.

Recent Op-Eds & Blog Posts

Selected opinion pieces on financial regulation and public policy.

Media Appearances

Podcast interviews and broadcast commentary.

• Challenges to Academic Freedom on College Campuses
  The Legal Impact Podcast (March 29, 2025)
• Campus Protests and Free Speech
  The Legal Impact Podcast (September 23, 2024)
• California Ballot Measure Keeps 'Gig' in Gig Economy
  Marketplace (November 20, 2020)

Teaching

Oranburg teaches foundational and advanced courses in business law, contracts, and financial regulation. He has received university-level recognition for teaching excellence and inclusive pedagogy.

Teaching Honors

• University Excellence in Teaching Award (2024)
• Center for Teaching Excellence Inclusive Teaching Award (2021)
• Presidential Scholarship Award (2019)

Course Offerings

Current and recent courses taught at the law school level.

• Contract Law
  Foundational course exploring when and how law should enforce voluntary agreements
• Business Associations
  Corporate formation, governance, and liability for entities and managers
• Securities Regulation
  Federal securities laws and capital markets regulation
• Venture Capital Transactions
  Practical course on startup financing and deal structures
• Trade Secret Law
  Protection of confidential business information and competitive strategy
• Corporate Finance
  Financial tools and concepts for legal practice

Teaching and engaging with students in a moot courtroom setting

For in-depth teaching resources and lecture notes, visit Courses.