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.
Table of Contents
Foreword -- Preface -- Communitarianism in Corporate Law: Foundations and Law Reform Strategies -- Working Toward a New Paradigm -- Some Observations on Writing the Legal History of the Corporation in the Age of Theory -- The Death of Contractarianism and the Vindication of Structure and Authority in Corporate Governance and Corporate Law1 -- Experiencing Limited Liability: On Insularity and Inbreeding in Corporate Law -- Game Theory and the Restoration of Honor to Corporate Law’s Duty of Loyalty -- Trust. Contract. Process. -- Promoting Economic Justice in Plant Closings: Exploring the Fiduciary/Contract Law Distinction to Enforce Implicit Employment Agreements -- The Legitimacy of Multinational Corporations -- On the Frontier of Capitalism: Implementation of Humanomics by Modern Publicly Held Corporations — A Critical Assessment1
Lawrence E. Mitchell is John Theodore Fey Research Professor of Law at The George Washington University. His scholarship has focused on the introduction of communitarian concerns and ethical analysis into corporate governance, particularly in the areas of fiduciary obligation and constituency rights. Joel Seligman is Dean of the University of Arizona College of Law. He is coauthor of the leading treatise on securities regulation, and has written the foremost history of the Securities and Exchange Commission. He has, in addition, written widely on issues of securities regulation and corporate governance.