Foreword by the President of Judicial Yuan, Prof. Hsu Tzong-Li
As a maritime country, active domestic and overseas trade has always been a source of Taiwan’s vitality. A legal system that can draw basic game rules for business conduct and a judicial system that can implement the rule of law and effectively resolve private disputes are key conditions for economic and trade activities to flourish. Therefore, whether the judiciary can effectively respond to the needs of commercial activities can be said to have a bearing on the fitness and competitiveness of Taiwan’s economic and trade environment. Considering that commercial disputes are often highly complex and technical, and paying attention to the efficiency and predictability of dispute resolution, in the Meeting of Judicial Reform held in 2017, there were strong voice which believes that we should take advantage to assign commercial dispute to a court of special responsibility, and therefore Judicial Yuan since then has been required to promote the establishment of commercial court.
In fact, long before the Meeting of Judicial Reform in 2017, Judicial Yuan realized the needs of a professional commercial court. In 2015, a working team “Commercial Court Promotion Group” was set up to carry out the planning of various institutional designs. Members and staff in this team not only visited the United States, Japan, the Netherlands and Denmark, but also formed a sketch of adopting the legal systems of different countries and compared their advantages and disadvantages. This team also steadily consulted the academic and practical/business circles to establish policy guidelines in terms of several policy issues, including whether the Commercial Court should be classified as a high court level jurisdiction, should it deal with major civil business events only, and whether it will merge with the intellectual property courts, etc. Based on this, Judicial Yuan initiated a specific draft study in February 2018. After several meetings, discussions with further institutional planning and opinions were collected. In this year (June 2019), the drafts of “Commercial Court Procedure Rule” and “Intellectual Property and Commercial Court Organization Law” were passed by Judicial Yuan, and currently are in the Legislative Yuan for deliberation.
In the process of referring to and comparing the legal systems of various countries, the institutional experience of the Delaware State Court has undoubtedly had the most far-reaching impact on the appearance of the current draft of the “”Commercial Court Procedure Rule”, while the Delaware Supreme Court Retired Justice Randy J. Holland is a key figure who provides important guidance. Justice Holland has long studied corporate law and corporate governance. Likewise, Delaware has a reputation as “the corporate capital of the world”. It has a well-established legal system and its corporation law is widely regarded as a great reference for many countries. As early as 1986, Justice Holland was the youngest judge in the history of the Supreme Court of the state, and served for more than 30 years and enjoyed the longest term among all colleagues. In the past ten years, Justice Holland has always maintained communication with the judicial system of this country, so that we can use his profound business law and practical experience to understand the operation of Delaware’s commercial justice system. As of the commercial law issues and the various problems encountered, Justice Holland has provided valuable advice, both on academic and practical grounds constantly.
In terms of interactions over the past few years, after the establishment of the Commercial Court Promotion Group in 2015, Judicial Yuan sent personnel to Delaware to study the state’s oldest commercial court, the Chancery Court, and the commercial proceedings of the Superior Court. In the process, Justice Holland has always accompanied our delegation. Last year, Justice Holland also took the opportunity to come to Taiwan to deliver a keynote speech and visited Judicial Yuan to exchange views with me and the colleagues responsible for drafting business court legislation. This year, Justice Holland also accompanied Judicial Yuan’s delegation to the Superior Court of Delaware, so that we can better grasp the operation of Delaware’s commercial courts, which brought immediate results to the drafting process. As result, the current draft of the “Commercial Court Procedure Rule” incorporates many of the institutional characteristics of Delaware‘s commercial court, such as pre-trial mediation, e-filing system, expert witnesses and lawyer mandatory representation. In the words of the draft articles, it seems as if you can see the warm and wise figure of this old Taiwanese friend.
It can be expected that there will be many institutional and operational challenges in the future waiting for the commercial court mechanism. For example, disputes concerning the scope of jurisdiction and the implementation of expert witness systems in the draft are still subject to debate in Congress. Even if the legislation is passed, it is necessary to gradually put the professional manpower and software and hardware requirements to implement the commercial court system in a dynamic and volatile economic and trade environment, so that commercial courts can truly have the high professionalism and efficiency to adjudicate complex business cases. Fortunately, Justice Holland’s speech on the subject of commercial law in Taiwan for nearly a decade has now been assembled. In the content of this book, Justice Holland’s analysis of the key issues of the company law system not only helps the country to grasp the latest developments in this field from a broader and more in-depth perspective, but it is also the first-hand knowledge in the operation of the Delaware business law. These are the earnest advice to Taiwan from the wisdom of diagnosing of Taiwan’s legal system by Justice Holland.
For these reasons, I solemnly recommend it to all who care about Taiwan’s commercial law. Especially for those who care about commercial court issues, you can read these lectures carefully. I believe that by standing on the shoulder of this intellectual giant, we must be able to observe and have a deeper inspiration when thinking about the institutional prospects of Taiwan’s commercial law.Categories: Uncategorized
January 27, 1947 – March 15, 2022
Randy J. Holland grew up in Milford, Delaware. He graduated from Milford High School, where he was the captain of the football and baseball teams and president of the honor society. While in Milford, he met his high school sweetheart, wife, and love of his life, Ilona Holland. June 24, 2022 would have marked their 50th wedding anniversary.
Randy’s top priority was creating a loving home full of joy. He was devoted to his family without fail. He loved nothing more than his wife Ilona, his son Ethan, his daughter-in-law Jennifer, and his granddaughters Aurora (Rori) and Chloe. He cherished his brother, James C. Holland, sister-in-law Nancy, niece Lily and nephews Stephen Holland and Walker Szucs. He was a beloved father figure to his brother-in-law, David Szucs. His love of his family was reflected in everything he did.
Out of humble beginnings, Randy decided at an early age to always do the right thing, never to cut corners, and to have faith in others. He treated everyone equally, patiently, and with respect. Throughout his life, Randy used the power he had on behalf of those who were powerless.
Randy received an academic scholarship to Swarthmore College, where he majored in economics and excelled in sports. He received a scholarship from the University of Pennsylvania Law School, where he graduated cum laude and was awarded the Henry C. Loughlin prize for legal ethics. Randy earned a Master of Laws degree in the judicial process from the University of Virginia. He was awarded an honorary Doctor of Laws degree by the Delaware Law School of Widener University and Swarthmore College.
Randy was admitted to the Delaware bar on December 12, 1972. He practiced law in Georgetown, Delaware in Sussex County. For six years, he was a named partner in his own law firm. In 1981, he became a partner in Morris, Nichols, Arsht & Tunnell, where his practice was divided between litigation and transactions.
While in private practice, Randy was involved in many professional and community activities. He served on the Board of Bar Examiners, the Delaware Bar Foundation, and was Chair of the Judicial Nominating Commission. He served as a Trustee of the Methodist Peninsula Conference, and was President of the Administrative Board and Lay Leader of Avenue United Methodist Church. He was a founding director of both the Milford Senior Center and the Sussex County Arts Council.
Randy was appointed to the Supreme Court by Governor Michael N. Castle. When he took his oath of office on December 12, 1986, at age 39, he became the youngest person to serve on the Delaware Supreme Court. He was reappointed to a second twelve-year term by Governor Thomas R. Carper and unanimously confirmed. In 2009, he became the longest serving justice in the history of Delaware. He was appointed to an unprecedented third term by Governor Jack A. Markell.
Throughout his thirty-year tenure on the bench, Justice Holland authored more than 700 reported opinions and several thousand case dispositive orders. Several of his opinions were cited with approval by the United States Supreme Court, and many of his opinions reside in law school casebooks.
Justice Holland was widely recognized as a state constitutional law expert. He published two books on the Delaware Constitution: he co-edited Delaware Constitution of 1897, The First One Hundred Years and authored The Delaware Constitution: A Reference Guide. In 2009, he co-authored a law school casebook from the perspective of all fifty states entitled State Constitutional Law, The Modern Experience. The third edition was published in 2019. With Justice Holland’s encouragement, the Conference of Chief Justices passed a unanimous resolution recommending that all law schools offer courses on state constitutions.
Justice Holland was the first state supreme court justice to serve as a Trustee of the American Inns of Court Foundation, an organization founded by United States Supreme Court Chief Justice Warren Burger to promote ethics, civility, professionalism, and legal ethics. Justice Holland went on to serve as the American Inns of Court national Vice President and then President (2000-2004). In recognition of this service, he received the A. Sherman Christensen Award at a ceremony in the United States Supreme Court. During the presentation, it was said that “Justice Holland is largely responsible for the current health and structure of the American Inns of Court. He raised the international stature of the Inns through his tireless efforts to build lasting relationships with the English and Irish Inns of Court.” The Randy J. Holland Delaware Workers’ Compensation American Inn of Court is named in his honor.
Justice Holland was a longtime leader in matters involving legal ethics and professionalism. For many years, he was a member and then chair of the American Judicature Society’s National Center for Judicial Ethics Advisory Committee. He also chaired the American Bar Association (ABA)’s Joint Committee on Lawyer Regulation. He served on the ABA Standing Committee for Lawyer Competence and Client Protection, as well as the ABA Judicial Division Committee on Ethics and Professionalism. For more than two decades, he chaired the Delaware Judges’ Code of Conduct Revision Committee and was instrumental in establishing the Delaware Judges’ Ethics Advisory Committee. Justice Holland chaired a program on professionalism at the Qatar International Rule of Law Forum. With Justice Holland’s encouragement, Taiwan adopted the American Bar Association’s Model Code of Judicial Conduct. He received the American Inns of Court’s Lewis Powell Jr. National Award for Professionalism. He also received the AJS national Dwight D. Opperman Award for Judicial Excellence. Chief Justices Rehnquist and Roberts both appointed Justice Holland as the only state judge member of the United States Judicial Conference Advisory Committee on Appellate Rules.
Justice Holland was one of only three Americans named as an honorary Master of the Bench of Lincoln’s Inn in London. Upon a member’s death, the Inn rings the chapel bell – the same bell from the John Donne poem, “For Whom The Bell Tolls”. On Monday, March 21, 2022 at 12:30 PM the bell was rung for Justice Holland.
Justice Holland was active internationally. He was the only state judge on a nine-person Anglo-American Exchange that included United States Supreme Court Justices Breyer and Scalia. For over a decade, he worked with the Chief Justice of Taiwan in training its judiciary about handling complex corporate and commercial litigation. For more than twelve years, he gave the keynote address to the Taiwan Corporate Governance Association (TCGA). He was elected as the first Distinguished Fellow of the TCGA Directors’ Academy. Justice Holland edited a Chinese-language casebook on Delaware Corporation Law published only in Taiwan. In 2019, a book of his speeches in Taiwan on corporate law was published in Chinese.
Justice Holland spoke about corporate matters around the world in Canada, China, Qatar, Spain, Australia, England, Austria, South Africa, India, Italy, Israel, France, Japan, Colombia, Curacao and Brazil. He was an honorary member of COMBAR, the commercial bar association in England. He gave the prestigious COMBAR lecture in London, which presented a comparative analysis of the attorney-client privilege. Justice Holland presented a keynote address during an international gathering of judges and lawyers in London on Terrorism and the Rule of Law. Following his retirement, he was designated as the initial United States member of the Arbitration Panel established by the new Astana International Finance Centre in Kazakhstan.
Justice Holland was very involved in the adjudication and administration of matters affecting children. For more than twenty-five years, he acted as the liaison to the Delaware Court Improvement Project, a federally funded program for neglected children placed in foster care. The project developed best practices for achieving permanency by either reuniting children with their parents or placing them in an adoptive home. Justice Holland co-chaired the National Judicial Advisory Committee to the Federal Office of Child Support Enforcement. He was the author of the opinion in Dalton v. Clanton, which became the seminal decision on the Delaware child support formula that was recommended as a national model. Thereafter, Justice Holland taught other state supreme court justices about child support issues at the National Judicial College. In 1992, Justice Holland was named Judge of the Year by the National Child Support Enforcement Association.
Justice Holland was committed to equal access to the judicial system. He co-chaired the Delaware Supreme Court Task Force on Racial and Ethnic Fairness in the Courts and was appointed to the ABA Presidential Commission on Fair and Impartial State Courts. As a member of the Delaware Bar Foundation, Justice Holland was a leader in seeking to provide adequate funding for indigent litigants. He was an elected trustee of Delaware Volunteer Legal Services, Inc.
Justice Holland endeavored to promote public confidence in the administration of justice. Under his leadership, the iCivics program in Delaware made great strides. iCivics is a national web-based education project designed to teach students civics which was initiated by former United States Supreme Court Justice Sandra Day O’Connor to ensure that students receive the information and tools they need for effective civic participation, and that civics teachers are provided better materials and support. For many years, Justice Holland was involved with Law Day in Delaware, a program that arranges for judges and lawyers to speak in Delaware schools.
Justice Holland was an adjunct professor at several law schools: the Delaware Law School of Widener University, Vanderbilt University, the University of Iowa, the University of Washington in St. Louis, and the University of Pennsylvania. In addition to state constitutional law, he taught courses on corporate governance and appellate practice. He co-authored a law school casebook: Appellate Practice and Procedure. Justice Holland was honored as a distinguished adjunct professor of law by the Delaware Law School of Widener University. The University of Iowa College of Law’s annual award for the best corporate law paper is named for Justice Holland.
Justice Holland had a keen interest in legal history. He was the editor of Delaware Supreme Court History, co-editor of the Delaware Supreme Court Golden Anniversary and honorary chair of the book entitled The Delaware Bar in the Twentieth Century. Justice Holland co-authored Middle Temple Lawyers and the American Revolution, published as part of the 400-year commemoration of the founding of Jamestown, Virginia. The foreword was written by the Chief Justice of the United States and the Chief Justice of England. Justice Holland also wrote Delaware’s Destiny Determined by Lewes, which recounts how Lewes became the ‘First Town in the First State’. Justice Holland edited Magna Carta: Muse and Mentor, which was published by the Library of Congress and Thomson-Reuters for the eight-hundred year anniversary of that historic document. The foreword was written by United States Supreme Court Chief Justice John Roberts, who inscribed Justice Holland’s copy with “friendship, admiration, and respect.”
After 30 years on the bench, Justice Holland retired in 2017 as the longest serving Delaware Supreme Court Justice.
Upon his retirement, the Delaware Supreme Court created the Randy J. Holland Family Law Endowment Fund “to honor Justice Holland’s legacy and to give meaning to his deeply held belief that access to justice must not be dependent on ability to pay.” The fund established a fellowship that will place, in perpetuity, an attorney at one of Delaware’s three civil legal aid clinics for two years at a time. It was completely endowed within a few months by generous donations in Justice Holland’s honor of more than $2.3 million.
All nine Justices of the United States Supreme Court signed a copy of Justice Holland’s Middle Temple Lawyers book, which was presented to him as a retirement gift. The Delaware Workers’ Inn of Court presented him with a marble bust of his likeness, which is on loan to the Delaware Law School of Widener University. Thomson-Reuters presented Justice Holland with nine bound volumes containing his 700 reported opinions. Governor Carney awarded him the “Order of The First State,” which is the State of Delaware’s highest honor conferred for meritorious service. Justice Holland was presented with separate tributes signed by all members of the Delaware Senate and House of Representatives. In addition, Delaware’s United States Senators and Representatives united in a joint tribute placed in the Congressional Record.
In May 2017, Justice Holland joined the Wilmington, Delaware office of Wilson, Sonsini, Goodrich & Rosati as Senior Of Counsel. The Delaware Law School of Widener University appointed him its Distinguished Jurist in Residence. Justice Holland was elected a Door Tenant by 3 Hare Court, a Barristers’ Chambers in London – the first retired American jurist to receive that honor from any Barristers’ Chambers.
In 2020, Justice Holland was co-counsel for Delaware Governor John C. Carney, Jr. in a successful case recognizing merit-based selection of Delaware state court judges, heard before the United States Supreme Court and decided unanimously.
Justice Holland’s motto was “Your life is your message.” His message was a love of his family, warmth and kindness toward others, and a life spent in service. In lieu of flowers, the family suggests donations to the Randy J. Holland Memorial Fund for History and Civics Education.
A celebration of life will be held on Saturday April 30, 2022 at 2:00 PM at the Delaware State University Education and Humanities Theater – more information and maps are here.