Team Production Theory Across the Waves

55 Pages Posted: 11 Jan 2021 Last revised: 10 Mar 2021

See all articles by Brian R. Cheffins

Brian R. Cheffins

University of Cambridge - Faculty of Law; European Corporate Governance Institute (ECGI)

Richard Williams

University of Cambridge - Faculty of Law

Date Written: December 18, 2020

Abstract

Team production theory, which Margaret Blair developed in tandem with Lynn Stout, has had a major impact on corporate law scholarship. The team production model, however, has been applied sparingly outside the United States. This paper, given as part of a symposium honoring Margaret Blair’s scholarship, serves as a partial corrective by drawing on team production theory to assess corporate arrangements in the United Kingdom. Even though Blair and Stout are dismissive of “shareholder primacy” and the U.K. is thought of as a “shareholder-friendly” jurisdiction, deploying team production theory sheds light on key corporate law topics such as directors’ duties and the allocation of managerial authority. In particular, the case study offered here shows that board centrality – a key element of team production thinking -- features prominently in U.K. corporate governance despite Britain’s shareholder-oriented legal framework. The case study also draws attention to the heretofore neglected role that private ordering can play in the development of team production-friendly governance arrangements.

Keywords: team production, corporate law theory, board of directors, shareholder value, private ordering

JEL Classification: G30, K22, L21

Suggested Citation

Cheffins, Brian R. and Williams, Richard, Team Production Theory Across the Waves (December 18, 2020). University of Cambridge Faculty of Law Research Paper No. 2/2021, Available at SSRN: https://ssrn.com/abstract=3751392 or http://dx.doi.org/10.2139/ssrn.3751392

Brian R. Cheffins (Contact Author)

University of Cambridge - Faculty of Law ( email )

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European Corporate Governance Institute (ECGI)

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1000 Brussels
Belgium

Richard Williams

University of Cambridge - Faculty of Law ( email )

10 West Road
Cambridge, CB3 9DZ
United Kingdom

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