Discussion (1L): Corporate Social Responsibility

How can a company's managers safeguard the firm's financial value for its shareholders while, at the same time, operating ethically and purposively benefiting other stakeholders, including its employees and the communities in which the firm operates? Corporate social responsibility (CSR) is rooted in the idea that shareholder value is not the only measure of a firm's value and, indeed, that the exclusive pursuit of profits may produce social harms. The seminar will consider a variety of legal issues related to CSR, including: 1. The meaning and measure of environmental, social, and governance (ESG) criteria for corporations. 2. The voluntary or mandatory disclosure of a company's environmental and social harms or risks. 3. When is it legally and ethically appropriate for corporate managers or institutional investors to compromise shareholder value in the pursuit of social and environment goals? 4. Constituency statutes and benefit corporations that reflect interests other than profit maximization. 5. The power of investors to influence corporate behavior through capital allocation-investments (including impact investing) and divestments-and shareholder activism. 6. The power of other stakeholders, including consumers and employees, to influence corporate behavior. This discussion seminar will meet four times during the Fall quarter. You will be notified of the meeting times by the instructor. Specific dates, time, and location will also be listed in "Notes" below. Elements used in grading: Attendance and class participation.