June 27, 2022

Volume XII, Number 178

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June 27, 2022

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Why The Brouhaha Over “Gadfly”?

University of California – Berkeley law school Professor Steven Davidoff Solomon started a contretemps amongst corporate governance mavens when he published this piece in The New York Times DealBook.  Broc Romanek, writing for TheCorporateCounsel.net took issue in this post with, among other things, the Professor’s use of the term “gadfly”:

Never Use the Loaded “Gadfly” Term – It’s politically incorrect to call someone a “gadfly.” Trust me, it is. Even though the definitions of the term don’t appear to be offensive: “A gadfly is a fly that annoys horses and other livestock, usually a horse-fly or a botfly” or “A gadfly is a person who upsets the status quo by posing upsetting or novel questions.”

(In fact, the term “gadfly” only appears in the title.)

Next Professor Stephen Bainbridge rejected Broc’s rejection of the gadfly appellation in this post in ProfessorBainbridge.com:

And your point would be what?  If the shoe fits, etc…. Political correctness is lame.

Casting caution to the winds, I’ve decided to venture into this sturm und drang with a few of my own observations on the term “gadfly”.  

First, Broc is correct about what that a gadfly is a type of fly that annoys horses.  The word is derived from the Old Norse word, gaddr, meaning a spike or nail.  Shakespeare uses “gad” in this sense in Titus Andronicus, when in Act IV, scene 1 Titus Andronicus says “And, come, I will go get a leaf of brass, And with a gad of steel will write these words”.  

Second, if the shoe fits, one might just wear it proudly.  After all, one of the greatest thinkers of all time was proud to refer to himself as a “gadfly”.  According to Plato, Socrates defended himself before the Athenians by arguing the he was like a gadfly:

ἐὰν γάρ με ἀποκτείνητε, οὐ ῥᾳδίως ἄλλον τοιοῦτον εὑρήσετε, ἀτεχνῶς—εἰ καὶ γελοιότερον εἰπεῖν—προσκείμενον τῇ πόλει ὑπὸ τοῦ θεοῦ ὥσπερ ἵππῳ μεγάλῳ μὲν καὶ γενναίῳ, ὑπὸ μεγέθους δὲ νωθεστέρῳ καὶ δεομένῳ ἐγείρεσθαι ὑπὸ μύωπός τινος, οἷον δή μοι δοκεῖ ὁ θεὸς ἐμὲ τῇ πόλει προστεθηκέναι τοιοῦτόν τινα, ὃς ὑμᾶς ἐγείρων καὶ πείθων καὶ ὀνειδίζων ἕνα ἕκαστον

For if you condemn me to death, you will not find another such as I –it is amusing to say- attached by god to the City as a gadfly to a large and noble horse, sluggish on account of his size and in need of arousing by some gadfly, so god expects me such as I am to be attached to the City, arousing, persuading and reproaching each of you.

Apology, Sec. 30e (my translation).

The Athenians, however, weren’t persuaded that they need a goad and they sentenced Socrates to death.  In Phaedo, Plato tells the story of Socrates’ death in 399 B.C.E.  Socrates died by drinking hemlock (conium maculatum) which happens to look very much like wild carrot (daucus carota).  A fact that is recalled in this little bit of doggerel that I learned in Botany class:

There was a young chef from Dakota
Who knew about plants not one iota
His fame as cook
Met an end when he took
Conium for daucus carota!

I don’t know the name of the author, but I do know an aspiring chef who made this mistake (he became very ill, but survived).

© 2010-2022 Allen Matkins Leck Gamble Mallory & Natsis LLP National Law Review, Volume IV, Number 245
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About this Author

Keith Paul Bishop, Corporate Transactions Lawyer, finance securities attorney, Allen Matkins Law Firm
Partner

Keith Bishop works with privately held and publicly traded companies on federal and state corporate and securities transactions, compliance, and governance matters. He is highly-regarded for his in-depth knowledge of the distinctive corporate and regulatory requirements faced by corporations in the state of California.

While many law firms have a great deal of expertise in federal or Delaware corporate law, Keith’s specific focus on California corporate and securities law is uncommon. A former California state regulator of securities and financial institutions, Keith has decades of...

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