Download Free Progressive Corporate Law Book in PDF and EPUB Free Download. You can read online Progressive Corporate Law and write the review.

Reflecting recent re-examinations of the nature and purpose of the modern publicly held corporation, Progressive Corporate Law introduces the reader to alternative perspectives within the field. The contributors to this volume are loosely bound both by their rejection of the prevailing paradigm of the corporation as a public good designed exclusively for the maximization of private profit and by their affirmative goal of designing corporate laws that accord better with the corporation's political and social realities. The resulting series of visions emphasizes communitarian themes of efficiency and morality of responsibility, altruism, and unity within the corporate form as well as between the corporation and the broader society. Progressive Corporate Law is important reading for business executives, lawyers, policymakers, and others who are concerned with the role of corporations in modem life. Designed to act as a springboard for stimulating discussion, it will be a valuable supplement to courses and seminars in corporate law and business ethics.
Rejecting the prevailing paradigm of the corporation as a public good designed exclusively for the maximization of private profit, the scholars included in this volume present their affirmative goal of designing corporate laws that emphasize responsibility, altruism, and unity within the corporate form and between the corporation and the broader society.
When used in conjunction with corporations, the term public is misleading. Anyone can purchase shares of stock, but public corporations themselves are uninhibited by a sense of societal obligation or strict public oversight. In fact, managers of most large firms are prohibited by law from taking into account the interests of the public in de...
Progressive Corporate Governance for the 21st Century is a wide ranging and ambitious study of why corporate governance is the shape that it is, and how it can be better. The book sets out the emergence of shareholder primacy orientated corporate governance using a study of historical developments in the United Kingdom and the United States. Talbot sees shareholder primacy as a political choice made by governments, not a ‘natural’ feature of the inevitable market. She describes the periods of progressive corporate governance which governments promoted in the middle of the 20th century using a close examination of the theories of the company which then prevailed. She critically examines the rise of neoliberal theories on the company and corporate governance and argues that they have had a negative and regressive impact on social and economic development. In examining contemporary corporate governance she shows how regulatory styles as informed and described by prevailing regulatory theories, enables neoliberal outcomes. She illustrates how United Kingdom-derived corporate governance codes have informed the corporate governance initiatives of European and global institutions. From this she argues that neoliberalism has re-entered ex command transition economies through those United Kingdom and OECD inspired corporate governance Codes over a decade after the earlier failed and destructive neoliberal prescriptions for transition had been rejected. Throughout, Talbot argues that shareholder primacy has socially regressive outcomes and firmly takes a stand against current initiatives to enhance shareholder voting in such issues as director remuneration. The book concludes with a series of proposals to recalibrate the power between those involved in company activity; shareholders, directors and employees so that the public company can begin to work for the public and not shareholders.
For decades, progressive corporate law scholarship has lamented corporate law's captivity to the neoliberal conception of business corporations. For progressive scholars, corporate governance doctrines based in neoliberalism have been a formula for anomie as they reduce corporations -- and especially publicly traded ones -- to a profit-generating device for equity investors, disregarding anything and anyone else. Progressive scholarship has also criticized neoliberal corporate law on communitarian grounds, namely, for its denial that corporations have any social responsibility or public obligations. But to date, the progressive corporate law critique and corresponding reform program has failed to transform mainstream corporate law. This failure flows from progressive scholarship's perpetuation of neoliberalism's premise that corporations exist to generate wealth. This Article argues that the key to unlocking progressive corporate governance is to base reform on New York City's housing development fund corporations (“HDFCs”). These are business corporations formed by low-income households of color in the 1970s and 1980s so that they could secure themselves with housing denied to them by markets. The HDFC is best suited as the measure for progressive reform because it has been especially harmed by the neoliberal corporate governance paradigm and is a proven antidote for neoliberal reduction: against the operation of an aggressive market in the global capital of real estate and finance, HDFCs have successfully preserved their Black and Brown shareholders from disinvestment and displacement. As such, the HDFC advances the progressive perspective by supplying it with an understanding of shareholding that combines the public company equity investor with the sweat equity stakeholder. For concrete reforms advancing a progressive project, this Article proposes that corporate law adopt more searching judicial review of board decisions modelled on anti-discrimination and Massachusetts corporate law and that corporate law be amended to include “sweat equity” investors in governance. With such, corporate law can reflect pluralism, stand as an ally to social movements, and advance the original social function of corporations, obscured during this neoliberal age.
We are in the midst of this generation's re-thinking of the basic principles of corporate law: How are corporations best conceptualized? Who owns them? What are their obligations? This moment has been brought about by a confluence of events that revealed the financial, environmental, and political dangers of corporations left under-regulated. We should take advantage of this moment, primarily by rejecting the simplistic contractarian assumptions that have dominated the field during the last generation. It their place, a public interest element should be inserted into corporate governance by way of expanded fiduciary duties to the corporation as a whole, not just shareholders. The best way to enforce these duties is structural, by expanding the board of directors to include those who can speak for non-shareholder stakeholders of the firm. These expanded duties will inure to the benefit of the firm as a whole, and will likely have positive societal benefits as well.
This Article offers a modern progressive account of corporate criminal law using foundational principles of twentieth century progressivism. The central role of science and advancing technology define the architecture of this account. Some of the intractable challenges of using the criminal law to regulate corporations are reviewed, followed by a recognition of a remarkable convergence of corporate compliance standards, measures, practices, and insights from conventional, plural, and polycentric theories of regulation. This is a convergence of informal corporate social controls offering a potentially powerful opportunity for the promotion of modern progressive interests, practices, and advocacy. Next, the two pillars of twentieth century progressivism, the instrumental use of science and social control, are discussed. A “compliance conundrum,” it is argued, undermines corporate commitments to compliance science, technology, and more effective social controls. This conundrum contributes to a compliance game where corporate and regulatory players placate each other with an outcome that often has little to do with greater law abidance. With a glimmer hope, this Article concludes by considering the unique position of progressives to disrupt the compliance game while promoting corporate criminal justice.
Australia's relatively conservative corporate law regime does not reflect developments in the soft law and culture in support of corporate sustainability. There is only weak support for sustainability under the Australian legal framework, in particular in the context of directors' duties. But this orthodox legal regime is being overtaken by a strengthening sustainability culture in Australia, as evidenced by empirical research on director attitudes; relevant listing rules and corporate governance principles; increasing institutional investor interest in sustainability; strengthened non-financial reporting rules, including in the context of labour standards and global supply chains; and other recent developments. The chapter concludes that the past decade has seen a cultural shift led by the ASX Corporate Governance Council, major institutional investor groups, and individual proponents from the legal and business communities towards a strongly increased emphasis on sustainability.