Progress is Possible: Sustainability in US Corporate Law and Corporate Governance

In Beate Sjåfjell and Christopher M. Bruner (eds), Cambridge Handbook of Corporate Law, Corporate Governance and Sustainability (Cambridge University Press, Forthcoming).

University of Oslo Faculty of Law Research Paper No. 2019-15

Posted: 8 May 2019

Date Written: May 6, 2019

Abstract

This chapter summarizes the fundamentals of U.S. corporate law, including limited liability, corporate objectives, fiduciary duty, and shareholder information, voting, litigation, and exit rights. It also canvasses legal innovations (e.g., benefit corporations and sustainability disclosures) and explains their relevance to incorporating sustainability as part of broader corporate practice. This review reveals few legal barriers to U.S. corporations pursuing sustainability, although important practical factors can frustrate attempts to engage in such efforts. In the shareholder-oriented American corporate and business environment, the drive for pursuing such changes will need to come from asset owners and markets themselves.

Keywords: corporate objectives, fiduciary duty, institutional investors, benefit corporation, ESG

Suggested Citation

Brakman Reiser, Dana, Progress is Possible: Sustainability in US Corporate Law and Corporate Governance (May 6, 2019). In Beate Sjåfjell and Christopher M. Bruner (eds), Cambridge Handbook of Corporate Law, Corporate Governance and Sustainability (Cambridge University Press, Forthcoming).; University of Oslo Faculty of Law Research Paper No. 2019-15. Available at SSRN: https://ssrn.com/abstract=3383425

Dana Brakman Reiser (Contact Author)

Brooklyn Law School ( email )

250 Joralemon Street, Rm. 814
Brooklyn, NY 11201
United States
718-780-0396 (Phone)
718-780-0376 (Fax)

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