Global Corporate Governance

This seminar explores major contemporary topics and global trends in corporate law and capital market regulation from a comparative perspective, focusing on the United States, the United Kingdom, continental Europe (particularly Germany) and East Asia (particularly China). We begin by examining the goals of corporate law and explanations for diversity around the globe, specifically the question whether/how these goals might be achieved in different ways depending on distinctive local contexts. We consider the role of nationalism versus global market forces in shaping corporate law and capital market regulation, and take up the significant global debate taking place around the "purpose" of the corporation and the closely related focus on environmental, social and governance (ESG) issues by investors and other corporate stakeholders. The seminar next turns to specific areas of corporate governance and finance in which there is considerable diversity among jurisdictions, including shareholder activism, engagement and "stewardship;" the regulation of takeovers; rising concern over Chinese foreign investment and the listing of Chinese firms on foreign stock exchanges; and the ecosystem for private finance (venture capital and private equity). The grade for the seminar will be based on a final paper and the quality of class participation, including performance on several exercises and a short reaction paper. Note: this seminar is mandatory for students selected for Global Quarter. There will be several places available for students not participating in Global Quarter. CONSENT APPLICATION: Students not participating in Global Quarter must complete and submit a Consent Application Form available on the SLS Registrar website https://registrar.law.stanford.edu/. Click SUNetID Login in the top right corner of the page and then click the "Consent Courses" tab. See Consent Application Form for instructions and submission deadline.