Our Duties as Ohio Citizens to Cultivate a Life of Learning

We should encourage self-sustaining government that develops our young people within the State of Ohio to participate nationally. Ohio cannot rely upon benevolent carpetbaggers to serve in office so that Ohio can compete nationally. Our own citizens and residents may seek a national education in noteworthy academic institutions across the nation and return to Ohio.

With the advent of Universal Pre-K education throughout Ohio, we can guarantee that our young people benefit from modern America and the great advances in learning and ability our young people now possess. Pre-K program and curriculum should enable the great diversity discernible among our children to be encouraged. Current educational scholarship and learning allows humane “tracking” among the very young by interest, inclination and ability. Achievements should be cultivated from advanced classical curriculum to that mitigating and correcting learning disadvantages whether societal or physiological.

In “Keeping-up-with-the Joneses,” Ohio schools and businesses must also look to self-sustainability in promoting development in energy resources. For, without energy resources modern society cannot exist. Our universities might not invent our energy patents in use, but we must provide a didactic rubric for competitive development of alternative energy sources within our State. Ohio government must look to academics and scientists within the State of Ohio to aid in drafting and revising statutes and administrative regulations that provide an overarching framework for bringing energy technology into Ohio. Interstate collaboration will permit a long viable modernization of the energy industry in Ohio. Our laws and regulations must be competitive.

Perhaps Former Speaker John Boehner and his soon to be The Boehner Institute at Xavier University in Cincinnati might begin policy formulation and regulation drafting on the topics of education, energy, management of government bureaucracies, as well as many others.

Lori Gayle Nuckolls

America Relies Upon a Learned and Informed Public

In the United States, as a country of a majority population that is not indigenous to its North American soil, how do we reconcile nationalism and democracy? As a community of diverse ethnic origins and heritages, diverse faiths, and diverse periods of time resident within the county, can an existence of a nation-state community ever be achieved? Does the theory of the “melting pot” of an immigrant nation undo properly existing cultural lines of identity that are distinct, have merit and are centuries old?

We should encourage a community diverse in cultural identity that lives under the governing principles of American democracy: equality, freedom, and justice. In America, its people have freely chosen to reside under America’s governing principles. Citizenship and the rights of noncitizen residents transcend the diverse cultural identities of national origin. America’s governing principles, constitutions and laws create an equal right to personhood and identity that transcends governmental decision making based upon stereotypes and, especially pejorative, presumptions. The rule of law does not look to one’s culture, ethnicity or religion.

The governing principles of America are created, respected and maintained by an academically learned intelligentsia that exercises a just governance of the majority. An educated public and deference to individual merit and ability are the foundations of a democracy. A state cannot survive without an educated public, whether possessing one or many national identities.

In our world, only representative democracies are viable forms of government. Direct democracies defy the economy of scale required for complex decision making and regulation in the modern age and are not even attempted. Dictatorships, with the veil of legislative and military decision-making especially during the post-colonial period the 1900’s, can neither demand nor evoke a legally compliant population of self-governing individuals.

Without a public that understands the principles of America as a country from a young age of early education between grades 4 to 6, with reaffirmation in between both grades 7 to 9 and grades 10 to 12, our public will not be able to participate as citizens and residents as they engage in specialized careers of science, business and nonpublic policy fields. Thus, all college students should have a required course in the fundamentals of American government.

All in America bear the responsibility of treating all among us as free and equal, with rights and privileges of fairness and justice. Our world is complex, and all Americans must be sufficiently learned to debate and understand America and their own place in the world.

Lori Gayle Nuckolls, Esq.

Popular Participation and Involvement is Truly Feasible and Obligatory, Even as to the Most Complex Subject Matters of State Action (Comments submited to the U.S. Securities and Exchange Commission.)

I submitted the Comments below in response to a Notice of formal Rulemaking by the U.S. Securities and Exchange Commission.

Lori Gayle Nuckolls, Esq.

January 22, 2018

Secretary

Securities and Exchange Commission

100 F Street NE

Washington, DC 20549-1090

Sent via Email to: rule-comments@sec.gov

Re: File Number S7-09-17

Dear Secretary,

I write with interest in the proposed amendment of 17 C.F.R. Part 200, and the promulgation of regulations, to be codified at 17 C.F.R. §§ 200.80-200.80(g), by the Securities and Exchange Commission (the “SEC” or, alternatively, the “Commission”) regarding agency compliance with the Freedom of Information Act (the “FOIA”), 5 U.S.C §522, as amended by the FOIA Improvement Act of 2016 (the “Improvement Act”), Public Law 114-185, 130 Stat. 538. Please consider this letter submission of comments upon this proposed rule in response to the Commission’s notice of proposed rulemaking and request for comments, as published in the Federal Register, on January 3, 2018, 83 Fed. Reg. 291-302. I support this new rule and I believe it achieves the Commission’s primary objectives as stated in the notice: to make revisions required by the Improvement Act, as well as to amend beyond the scope of the Improvement Act and utilize the necessary amendment to also “clarify, update, and streamline” current SEC regulation. 83 Fed. Reg. 292 (2018).

The supplementary information in the notice of this proposed rule states that the new rule essentially “codifies several existing practices” of the SEC, such as electronic responses to information requests and determination of the fees charged therefor. 83 Fed. Reg. 293 (2018). The SEC is longstanding, truly, in its fair reliance upon the incentives inherent within the American economy, and its principles of capitalism, to utilize advances in science and technology, primarily of the profit based commercial sector and marketplace, to the benefit of not only securities investors but also to the benefit of the nation.

In summary, the proposed rule permits reliance by major corporations upon information technologies currently in use, yet ensures individual requesters that their requests will be neither costly nor burdensome, with codification of a permissive outline of fees to be charged. 83 Fed. Reg. 299 (2018) (to be codified at 17 C.F.R. § 200.80(g)(3)(i)). The proposed rule revises SEC FOIA request and response procedures to require the SEC to make disclosures of information available to the public in both the existing, traditional paper form as well as in various newly available electronic forms. 83 Fed. Reg. 295 (2018) (to be codified at 17 C.F.R. § 200.80(a)). The new rule also provides all with assurances as to issues of privacy and financial records and data. 83 Fed. Reg. 295-296 (2018) (to be codified at 17 C.F.R. §200.80(b), (c)).

As in this instance, the SEC periodically refines and revises its own internal standards and procedures. It relies upon these informal decisions to transform intra-agency custom unto newly promulgated governing regulation. This proposed new rule is such an example. This rule provides user friendly information in which all participants, or, as denominated by the SEC “stakeholders,” in the global economy may share through due compliance, from the small individual investor, to the small, medium and large domestic or multinational business entity.

The new rule expressly acknowledges the various uses made of government information by diverse international market participants. For, it categorizes and defines anticipated requesters of information, from the individual investor, the commercial entity, the publicly interested academic or scientific organization, to the journalist of the fourth estate. 82 Fed. Reg. 298-301 (2018) (to be codified at 17 C.F.R. §200.80(g)).

The SEC further achieves great clarity for the benefit of the public, as well as for the other branches of government, in that this new rule proposes to also define and explain the services the SEC offers and relies upon in responding to requests for information. 82 Fed. Reg. 298-302 (2018) (to be codified at 17 C.F.R. §200.80(g)). The rule states that a “search” for information maintained by agencies of the Federal government is agency action to determine whether information is relevant to a specific request, contra distinct from a “review” of records maintained by agencies of the Federal government, which is agency action to determine whether specific information requested is exempt from disclosure as required by law. 82 Fed. Reg. 299 (2018) (to be codified at 17 C.F.R. §200.80(g)(2)(vii), (viii)). And, the SEC charges fees for these defined services which vary according to the category of a specific information requester. 82 Fed. Reg. 299-300 (2018) (to be codified at 17 C.F.R. §200.80(g)(3), (4)).

The new rule places the burden of compliance with SEC FOIA request procedures, not upon the requester of information but, rather, upon the SEC itself. In that, the new rule requires that SEC staff members provide individual guidance to requesters, both before the requester initiates a request, and after the SEC acknowledges having received a request. 82 Fed. Reg. 296 (2018) (to be codified at 17 C.F.R. §200.80(b)(3)). The new rule, though cautioning requesters that the SEC Office of FOIA Services is primarily responsible for evaluating information requests, expressly provides guidance for requests “misdirected” to a division or office of the SEC other than the Office of FOIA Services. The rule also indicates that the SEC will collaborate, both intra-agency within the SEC and among the other Federal agencies, if necessary in order to respond to a request for information. 82 Fed. Reg. 296 (2018) (to be codified at 17 C.F.R. §200.80(c)(2), (3)).

In drafting and promulgating regulation over a practitioner’s continuum, the SEC achieves equilibrium in the burden of regulatory compliance to be borne itself, as the governing agency, and as to that to be borne by the public. It, thus, internally evaluates regulatory alternatives prior to offering a new rule for public review. The SEC both protects and encourages investment and maintains market efficiency, and thereby produces national prosperity and capital growth. It gleans, from public participation, research that provides diversity in thought in policy making, examination and enforcement, and so provides both information and guidance to private investors.

I thank you greatly for considering my comments on this rule. And, I may certainly be contacted as indicated above.

Sincerely,

Lori G. Nuckolls

A Want of Diversity in the Legal Community in Cincinnati, Ohio

In thinking about making Cincinnati’s legal community more diverse and inclusive, there are several questions with which we may begin. First, what is the synthetic relationship between achieving diversity among corporate clients, corporate in-house counsel and law firm partners? Second, is diversity in the legal profession possible if inclusion and diversity are not sought at the same time, in a synchronized manner, among these three commercial participants? Third, how do we encourage each of these participants to simultaneously seek diversity and inclusion while consummating their business transactions? Fourth, is the only guiding principle to encourage diversity the due deference to fair and equal competition with the meritocratic review of attorneys?

Commercial clients seek attorneys who have a known reputation for quality legal advice within the marketplace. They want an attorney who, as to opposing counsel, can “cut the best deal” or “make court precedent,” for future business profit. This produces competition among law students whose Professor has recently published a book, or whose Professor is well-respected by centuries-old American and foreign corporations. There is competition between law faculty and their former students, now Senior Partners in Major Firms in Major Cities. These Senior Partners wonder throughout their career: “A law professor, why not I?” This Faculty vs. Alumni competition promotes corporate business competition, and competition among Associates along the Partnership track. The quality in attorney work product Faculty vs. Alumni competition produces promotes competition among law students for positions as Summer Associates at top-tier law firms, who then compete for the offer of permanent employment.

To achieve diversity and inclusion within the legal profession, all law students must have access to and the opportunity to seek employment in the private sector, regardless of attributes of the diversity and inclusion debate, namely: nation-state, gender, religion, sexual orientation and socio-economic status. In America, the marketplace and academic institutions are supported and determined by competition. Our country is no longer aristocratic or oligarchical. One cannot buy achievement and success.

Positions with a Law Review, prestigious law firm, respected Judge, major government agency or large non-profit entity depend upon academic achievement. And, the positions are sought by virtue of the learning to be gleaned from the experience and not the income to be derived. Lawyers in America, even at the height of success in the private law firm, have traditionally earned far less than their corporate client executives, though the level of academic training required of attorneys is far greater and far more expensive.

Like government, legal practice should be governed by merit, though remaining a marketplace for the survival of the fittest. Permitting access to the private sector, while retaining necessary privileges of proprietary information and private property, poses difficult questions for drafting public standards for employment review. Perhaps, greater substantive participation of younger law firm associates in local, state and national bar association activities, such as the American Bar Association, as well as substantive participation in law school alumni activities, would more readily provide a comfortable sharing of ideas and views on the practice areas of interest to corporate clients. An academic sharing of learning and ability in an informal “study group” manner would allow governing partners and their clients to review the work product of attorneys of diversity in the context of current legal issues and pending matters.

While younger attorneys might not lead in specialized bar association sections, they may readily provide liaison to their recently attended law school and continue to share developments in the law gleaned from law faculty engaged in ongoing scholarship. Private sector attorneys of diverse attributes may then more readily acquire practice area knowledge and understanding expected by corporate clients to whom law firms putatively kowtow when making hiring and partnership decisions.

Client development by Senior Associates in behest of making Partner is not a matter of access to the wealthy corporate executives among us. Rather, it is determined by one’s ability to offer and demonstrate an understanding of current law. And, most importantly, it is determined by a truly in-depth capacity for creative legal thinking to revise current law so that it better meets the needs of the corporate client and provides a competitive advantage and niche in the for-profit marketplace.

Diverse attribute students and attorneys bear the same ethical and fiduciary duties and obligations as do the traditional attorneys of the majority stratum. These duties and obligations require all attorneys to reconcile the corporate client’s goals of prosperity with the prosperity and public good of the nation. Premier lawyers and law firms derive their earnings from the “institutional client” which has retained a given law firm for even possibly centuries with successive Senior Partners inheriting responsibility for the legal advice provided the client over the years. A lawyer of diverse attributes must share a learning of the law that is competitive in order to achieve success in the private sector.

Law students who study and think analytically, deductively reasoning from legal theory in order to understand statutes and case law, are the nouveau “Old Boys’ Network,” making Partner regardless of attributes of diversity. The son of the CEO, playing golf with lawyers once a week at various Country Clubs around the world, no longer imposes a monopolistic, barrier to entry impeding the success of the granddaughter of the Separate-but-Equal School Principal, whose father, as a Junior High School Principal, played golf in a School Teacher’s League once a week on a Public course. The time has come. We need to name names, for neither David Pepper nor I have made Partner in Cincinnati, Ohio.

Oh, what could the matter be? Perhaps Cincinnati is ruled by the alumni of the University of Cincinnati College of Law “sitting the bench,” State and Federal! David continues on as the Chair of the Democratic Party in Ohio. Though a daughter of a former Democratic Ward Chair and the President of the Democrat Club when a student at Hillary Clinton’s Wellesley College, I just sent dues to the GOP, membership I trust is “effective upon dispatch.” Diversity needed on many fronts, please!

Lori Gayle Nuckolls

Law Students Before the Judiciary, Revisited

On Christmas Eve, last, I asked if the Rules formally adopted by the Ohio Supreme Court to govern the Ohio Bar might be amended to improve the educational opportunities of Ohio’s law students prior to their graduation. Supreme Court Rules for the Government of the Bar of Ohio, R. II., “Limited Practice of Law by a Legal Intern.” Perhaps, all Ohio law students should be permitted to share in providing formal legal representation to clients when mentored by a supervising attorney. This is something Cincinnati’s current Mayor John Cranley did as a student at Harvard Law School. He participated in a student practitioner program in the Massachusetts court system as a member of the Harvard Legal Aid Bureau, as I had done myself many years before. The Supreme Judicial Court of Massachusetts permits Second Year law students to engage in supervised civil representation, and Third Year law students to engage in both supervised civil and criminal representation. S.J.C. Rule 303.

Currently, when mentored by an Ohio attorney, the Ohio Supreme Court permits Ohio law students to act as student practitioner legal interns in both civil and criminal matters, and before courts, administrative boards and government agencies. Gov. Bar R. II. Sec. 5. Yet, the Ohio Supreme Court only permits law student practitioners to do so in their Third Year of law school. Gov. Bar R. II. Sec. 2.

Support truly exists for permitting Ohio law students to begin student legal internships in their Second, or even First, Year of law school. Ohio’s law students are usually employed part time while full time law students, as law clerks in law firms, corporations, governmental agencies, as well as in the offices of State and Federal partisan elected officials. Student practitioner duties would not diminish attention given legal studies.

Paid part time legal employment supplements participation in law school Moot Court and Clinical programs. Many students engage in law related employment before entering law school. Both the practice customs and economic structure of Ohio’s legal community would encourage the Ohio Supreme Court to expand upon its own court rules, and those of other States, to permit student practitioners to provide formal legal representation to clients. Currently, Ohio’s Third Year law students may only represent the financially needy and governmental entities, though in both civil and criminal matters. Gov. Bar R. II. Sec. 5.

If the clear majority of Ohio law students currently work in a for profit or personally interested capacity during law school, for law firms, corporations and partisan elected officials, why would an ethical concern arise if their current for profit or personally interested client work product were accorded the formal sanctioning of Rule II legal intern status? The for profit or partisan attorneys by whom they are currently employed are subject to the same professional ethical duties as are the government and public interest attorneys presently sanctioned by Rule II. The due and proper incentive of government should enable students to derive the most from the structure, both formal and informal, of their academic environment during their tenure as students.

We should agree that if law students maintain employment begun before enrollment through their First Year, law school studies would not suffer if they were given Rule II student practitioner privileges for this, or similar, work during First Year. Rather, our theories of client interest and adversarial practice, as the guiding principles of our judicial system, indicate that formal legal representation during law school enhances understanding of both law school studies and substantive for profit work product.

Acknowledgement by the Ohio Supreme Court of the substantive, for profit legal work currently incumbent upon law students in the private sector would enhance the depth of their legal study, and they would then more greatly succeed upon graduation into private practice. In for profit law clerk employment, law students research and draft, with the obligatory duty incumbent upon a practitioner, as do the current Rule II law students with governmental and public interest entities. The formal right to appear in a representative capacity, in deference to a mentoring attorney, allows a law student to fully understand the burden of client representation regardless of the economic status of the client.

Law students rely upon law school course work and law clerk employment to develop required skills in legal methods, specifically, analyzing judicial opinions, conducting Federal and State legislative histories, and the comparative analysis of both primary and secondary legal sources. With the addition of formal practice during First and or Second Year, Ohio law students would make a more informed choice of practice areas, and more readily begin their practice after graduation. Even our best known legal practitioners in Ohio, and we need not name names, would, I am sure, concede that, as graduates of Ohio law schools, they would have truly benefited from such an Hohfeldian right and privilege.

Lori Gayle Nuckolls

Should the Federal Government Pay Tuition for Higher Education to All for All?

Admission to American colleges and graduate schools is duly regulated by several nongovernmental organizations, notably, entities such as The College Board, the Educational Testing Service and the American Bar Association. And, our secondary and elementary schools are similarly reviewed and ranked as to merit, both within political subdivisions and across the nation, by educators, journalists and governing officials.

Would an assumption of tuition payments for all American college and graduate programs by the Federal government undermine current private governance by those currently governing and affiliated with America’s private schools of higher education? Would it undermine the aura and efficacy of local history and culture within our publicly owned and governed colleges and universities?

Perhaps, the objectivity of the nongovernmental organizations responsible for admissions testing and school ranking in American higher education already provides and requires obligatory accuracy and fairness as to merit and quality across the nation in a way that state, local and private control of funding currently may not affect. Private and state decision-making in higher education must currently yield to duly enacted legislation and promulgated regulation, and a replacement of the monetary source for tuition, from the student, parent and or school to the Federal government, could not transcend present governmental procedures. Our schools would, in every respect, remain fully self-governing and retain due and fair competition.

The question then is whether Federal tuition runs only to the public good and public interest, and if the American economy can afford to pay the tuition of all college and university students? There seems to currently be neither an economic necessity nor an economic value in requiring students and parents, as the recipients of the goods and services of American colleges and universities, to make the tuition payments, when the ultimate beneficiary of educated Americans is America. Educated Americans determine America’s reputation and goodwill and the relative efficacy and value of its democratic government. In doing so, the American public receives goods and services provided by those who do not earn the true value of the service they provide over the course of their careers.

Salaries of ordinary citizens and residents barely pay living expenses, no less do these salaries provide for college tuition. And, it is hoped that American families contain more than one child. College graduates and licensed professionals earn less than professional athletes and corporate executives. Our governing officials, doctors and lawyers provide more to keep America sane and rational than do CEOs, pitchers and quarterbacks. How can CEOs and athletes work day-to-day without professionals and government officials overhead. And, non-managerial employees and traditional small business men and women, who would receive college tuition for their children, would still benefit from American capitalism. Students and graduates of the long existing 2-year colleges, who receive learning in the technical arts and vocations, would certainly provide more to the public good as interns during school years in subjects related to their studies than as employees of those within their community who offer the highest pay in part-time employment regardless of the task.

A parent’s future payment of tuition to American colleges and universities is a for-profit incentive in the American and international marketplace. Currently, parents look to a child’s academic achievement, and the competitiveness of admission to America’s colleges and graduate schools, as an incentive for business success. Federal tuition would lessen stresses unrelated to achievement, regardless of parental income. And, the once thought long entrenched competitive advantage of students attending private elementary and secondary schools, is, now, rarely a concern, for advances in teaching, curriculum and college recruiting have provided economies of scale within local governing political subdivisions, and create a just capitalism in education.

If America’s professionals and college graduates are deemed, as our governing principles intend, to grow and raise children who make the most of our academic institutions, how do these professionals provide for their children’s tuition, even in two professional households, and even if with only one child? How does such a family pay for its children’s college and graduate school attendance, even if they are, themselves, among the American socio-economic elite? And, are not these very children of American professionals and college graduates socially obligated, themselves, by our social contract as citizens and residents, to not squander what has been provided to them by their parents and secondary school educators?

The centuries-old legal principle of discerning the merit and value of prospective legal and or governmental reform, as I profess to personally coin and denominate: “experimentation among the States,” may be in order. For, it provides that, if not all Americans are ready for a proposed reform, one State, or a few, in the Federal Union might enact a variation upon the proposed reform, for review and evaluation by citizens and judges. Today, governmental payment of tuition to public colleges and universities, especially as recently announced in the State of New York, may provide a basis for Federal reform, especially by our current President and noted businessman Donald Trump. For, President Trump professes a belief in the economic competition, efficiency and small government that Federal tuition payments to all American schools of higher education would provide. This may be achieved by President Trump from now through the inauguration of his successor in 2025!

Lori Gayle Nuckolls