Law Intersession: Benefit Corporation Law & Governance - 2234

Law Intersession: Benefit Corporation Law & Governance
Class Term:
Spring Term 2022-2023
Catalog Number:
5818
Type:
Lecture
Credits:
1 (0 Contact, 0 Field)
Priority:
Intersession
Full Year Course:
No
Category:
Standard Courses

Additional Information

Students will know what benefit corporations are and gain familiarity with advising benefit corporations vs. traditional corporations. Students will think critically about the role of corporations in society, the laws that regulate them, and what should be done (if anything) to change them. Students will have an understanding of what it means to be a general counsel for an early-stage benefit corporation.

Grading Details

Grading will be based 100% on final paper

Description

The idea that corporations must be run solely for shareholders’ financial benefit has been the guiding star of corporate law. However, emerging data shows that when the interests of a corporation’s stakeholders – it’s customers and employees, the environment, the community, and greater society – are considered alongside shareholder interests, the corporation generates significantly better financial returns. As this financial trend intensifies at the same time society is demanding corporations be more socially conscious, corporate leaders are seeking guidance on how to embed stakeholder values into their legal structure.   A benefit corporation is a legal structure that extends the duties of corporate leaders beyond consideration of shareholder interests to include the interests of all stakeholders. In this course, students will learn about benefit corporations and how advising clients with this stakeholder-centric legal structure differs from advising a traditional corporation. This will be done in two parts. First, we will take a critical look at the evolution of shareholder primacy and its consequences against the emergence of stakeholder-centric decision-making. Concurrently, we will conduct a course-long simulation of advising and forming a new benefit corporation with the goal of understanding how stakeholder values can be embedded into a company’s legal structure, thereby putting the theory into immediate practice. The goal of this course is to have students think critically about the current state of corporate law, how benefit corporations are an answer to that, and what it means to be legal counsel to this kind of entity.

Law Intersession: Benefit Corporation Law & Governance