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Research Handbook on Corporate Purpose and Personhood

Edited by: Elizabeth Pollman, Robert B. Thompson

ISBN13: 9781789902907
Published: September 2021
Publisher: Edward Elgar Publishing Limited
Country of Publication: UK
Format: Hardback
Price: £203.00



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This insightful Research Handbook contributes to the theoretical and practical understanding of corporate purpose and personhood, which has become the central debate of corporate law. It provides cutting-edge thoughts on the role of corporations in society and the nature of their rights and responsibilities.

Featuring contributions from leading scholars, the Research Handbook invites readers to reconsider corporate purpose and personhood by offering a perceptive route to better understand changes that are already apparent in the modern corporation across the world. It provides examples of how a 21st century lens for viewing corporate purpose and personhood will leave us with a different picture and a new understanding of these topics, as well as future directions in corporate social responsibility. Chapters offer analysis of a wide range of topics related to corporate purpose and personhood, including shareholder primacy, stakeholder governance, corporate social responsibility and benefit corporations.

This Research Handbook will be a vital resource for students and academics in the areas of corporate and constitutional law, as well as for researchers with an interest in management, business and social responsibility.

Subjects:
Company Law
Contents:
Corporate purpose and personhood: an introduction ix
PART I. JUMPING OFF POINTS FOR A NEW LOOK AT TRADITIONAL TOPICS
1. What Jensen and Meckling really said about the public company 2
Brian R. Cheffins
2. Business purpose and the objective of the corporation 27
Edward B. Rock
3. A more equitable corporate purpose 47
Veronica Root Martinez
PART II. SHAREHOLDERS VS. STAKEHOLDERS, BENEFIT CORPORATIONS, AND ESG
4. The “value” of a public benefit corporation 68
Jill E. Fisch & Steven Davidoff Solomon
5. Enlightened shareholder value, stakeholderism, and the quest for managerial accountability 91
Dorothy S. Lund
6. The shareholder-stakeholder alliance: exposing the link between shareholder power and the rise of a corporate social purpose 109
Lisa M. Fairfax
7. ESG investing, or, if you can’t beat ’em, join ’em 130
Ann M. Lipton
8. Purpose in business association statutes: much ado about something (but not much) 148
Brett McDonnell
9. For whom is the corporation managed and what is its purpose? A stakeholder perspective based on the law of Delaware 165
Cynthia A. Williams
PART III. BROADER THEORETICAL FOUNDATIONS FOR GROUNDING VIEWS OF CORPORATE PURPOSE AND
PERSONHOOD
10. Shareholder primacy is illogical 186
Frank Partnoy
11. The “franchise” view of the corporation: purpose, personality, public policy 201
Saule T. Omarova
12. Corporate personality, purpose, and liability 222
Paul B. Miller
13. Facts and values in corporate legal theory 240
James D. Nelson
PART IV. CORPORATE PERSONALITY, POLITICS, AND RIGHTS
14. Regulatory partitioning as a key function of corporate personality 263
Mariana Pargendler
15. Corporate personhood and the putative First Amendment right to discriminate 283
Kent Greenfield & Daniel A. Rubens
16. The corporation’s political purpose 299
Sarah C. Haan
17. Personhood, procedure and the endurance of corporate compliance 320
Miriam H. Baer
PART V. LESSONS FROM COMPARATIVE AND INTERNATIONAL STUDY AND POSSIBLE WAYS FORWARD
18. Beyond shareholder value: exploring justifications for a broader corporate purpose 344
Martin Petrin
19. Lessons from India’s struggles with corporate purpose 362
Afra Afsharipour
20. Varieties of shareholderism: three views of the corporate purpose cathedral 386
Amir N. Licht

Index