Oxford University Press publishes book on corporate governance, sustainability by Georgia Law Prof Christopher Bruner

A new book entitled The Corporation as Technology: Re-Calibrating Corporate Governance for a Sustainable Future and written by Christopher M. Bruner, the Stembler Family Distinguished Professor in Business Law here at the University of Georgia School of Law, has been released today by Oxford University Press.

Here’s OUP’s description:

“Recent decades have witnessed environmental, social, and economic upheaval, with major corporations contributing to a host of interconnected crises. The Corporation as Technology examines the dynamics of the corporate form and corporate law that incentivize harmful excesses and presents an alternative vision to render corporate activities more sustainable.

“The corporate form is commonly described as a set of fixed characteristics that strongly prioritize shareholders’ interests. This book subverts this widely held belief, suggesting that such rigid depictions reinforce harmful corporate pathologies, including excessive risk-taking and lack of regard for environmental and social impacts. Instead, corporations are presented as a dynamic legal technology that policymakers can re-calibrate over time in response to changing landscapes.

“This book explores the theoretical and practical ramifications of this alternative vision, focusing on how the corporate form can help secure an environmentally, socially, and economically sustainable future.”

Drawing upon corporate governance structures and reform efforts from around the world, Professor Bruner studies these issues in three parts, entitled, respectively, “The Dynamism of the Corporation,” “Re-Conceptualizing the Corporation,” and “Harnessing the Corporation.” Further details here.

Georgia Law students named top oralists, and team finishes in world’s top 16, at Jessup International Law Moot Court

Our exceptionally talented team of University of Georgia School of Law students – 2Ls Millie Price, Courtney Robinson, Caleb Grant, James Stewart, and Alex Krupp – competed last week through to the Octofinals of one of the world’s most prestigious law tournaments, the Philip C. Jessup International Law Moot Court Competition.

2022 Georgia Law Jessup team: clockwise from upper left, Caleb Grant, James Stewart, Alex Krupp, Millie Price, Courtney Robinson

Making their achievement even sweeter, team member Robinson tied as the best overall oralist through the Advanced Rounds, while teammate Stewart was named fifth best. They and they teammates prepared written memorials and gave oral arguments as if they were appearing before the International Court of Justice, the judicial arm of the United Nations which adjudicates international law disputes.

In reaching the Octofinals, the Georgia Law team bested many other competitors, in a tournament that attracted nearly 3,500 students from about 700 law schools in 100 countries and jurisdictions. They lost in that International Round to a team from Canada’s University of Western Ontario. Winning the entire tournament was Harvard, against whom Georgia had competed last month in Jessup’s U.S. championship round.

Leading the team were 3L coach Courtney Hogan and faculty advisor/coach Anna White Howard, both themselves former Jessup advocates.

The team benefited from moots and other assistance by many members of the Georgia Law community, including: Professor Melissa J. “MJ” Durkee, Associate Dean for International Programs and Director of the law school’s Dean Rusk International Law Center, and Professors Diane Marie Amann and Harlan Grant Cohen, the Center’s Faculty Co-Directors; Georgia Law Dean Peter B. “Bo” Rutledge; Kellie Casey, Director of Advocacy; Anne Burnett, Foreign and International Law Librarian; Professors Nathan S. Chapman, Rob McNiff, and Lori A. Ringhand; and alums, Judge Ben Cheesbro, Ellen Clarke, Erik Chambers Myra Creighton, Amy Helmick, and Roger Grantham..

The Washington, D.C.-based International Law Students Association is Jessup’s primary host, with the law firm of White & Case sponsoring the International Rounds as well as some national competitions.

In D.C. during ASIL Annual Meeting this week, Georgia Law scholars on panels at ASIL and at Brookings Institution

Scholars at the University of Georgia School of Law are taking part on panels during this week’s 116th Annual Meeting of the American Society of International Law, the theme of which is “Privatizing International Governance.”

The annual meeting opened yesterday and runs through Saturday – in person, in Washington, D.C., for the first time in a couple years. Indeed, the meeting is hybrid, with registration available for online viewers – including, at ASIL Academic Partners like Georgia Law, free registration for students.

Georgia Law representation includes these panels:

10:30-11:30 a.m., Friday, April 8: Privatizing International Governance

Melissa J. “MJ” Durkee, who is Associate Dean for International Programs, Director of the Dean Rusk International Law Center, and Allen Post Professor (pictured above left), will serve as moderator for a panel entitled “Privatizing International Governance,” part of the meeting’s International Law Beyond the State track.

Here’s the panel description:

“The 2030 Agenda for Sustainable Development and the UN Guiding Principles on Business and Human Rights both encourage engaging business groups as partners in developing global governance agendas. Such multi-stakeholder and public-private partnerships are increasingly common and seen as essential to the future of international business regulation. The participation of affected groups brings expertise, promotes engagement and buy-in, and secures funding. At the same time, critics have raised alarms about industry capture of the UN climate change bodies, global financial governance institutions, and international public health standard-setting efforts. In response, institutions like the World Health Organization and the Food and Agriculture Organization are implementing reforms to prevent mission-distortion by business groups. At a time when multilateral cooperation is at an ebb, public-private partnerships are indispensable, and yet the danger of undue influence is real. The time is therefore ripe to consider how to productively engage business groups in global governance. This roundtable of experts will discuss cutting-edge efforts by international organizations to capture the benefits of business participation while reducing the harms. The roundtable will consider access rules, existing and proposed reforms, and how past experience may offer lessons for future challenges.”

Panelists will be: Patricia Kameri-Mbote, United Nations Environment Programme; Nora Mardirossian, Columbia Center on Sustainable Investment; Suzy Nikièma, Lead, Sustainable Investment, International Institute for Sustainable Development; and Nancy Thevenin, United States Council for International Business.

3-4:30 p.m., Friday, April 8: Fourth Annual International Law Review Editors-in-Chief Roundtable

Harlan G. Cohen, who is Gabriel M. Wilner/UGA Foundation Professor in International Law and Faculty Co-Director of the Dean Rusk International Law Center at Georgia Law (above right), will serve as a panelist in the “Fourth Annual International Law Review Editors-in-Chief Roundtable,” an online session that is part of the meeting’s Professional and Academic Development track.

Here’s the panel description:

“In recognition of the important role that student-edited international law journals play in the dissemination of international legal scholarship, the Society hosts an annual International Law Review Editor Roundtable. This Roundtable will discuss key issues around legal scholarship, including: selecting great topics that might be more relevant to the various audiences of law journals, including scholars and practitioners; how international law journals can be more effective at soliciting and/or selecting relevant pieces of international legal scholarship; and how to work with authors (who may have different cultural perspectives) to successfully publish their pieces. The Roundtable will be facilitated by international law experts as well as sitting editors-in-chief of law student-run international law journals. The Society invites current students and recent graduates interested in the process of scholarship and publication in international law to connect with their peers and distinguished scholars and practitioners.”

Joining Professor Cohen on the panel will be Colorado Law Professor James Anaya and Vanderbilt Law Professor Ingrid Wuerth.

Additionally:

11 a.m.-1 p.m. Friday, April 8: Eighth Annual Justice Stephen Breyer Lecture on International Law, Brookings Institution

Diane Marie Amann, who is Regents’ Professor of International Law, Emily & Ernest Woodruff Chair in International Law, and Faculty Co-Director of our Center (above second from left), will serve on a panel to be held after Philippe Sands, a barrister and University College London law professor now visiting at Harvard Law, delivers a lecture entitled “Crimes Against Humanity, Genocide, and Ecocide: of Rights, Responsibilities, and International Order.” Other panelists will be Georgetown Law Professor Jane Stromseth and George Washington University Law Professor Sean D. Murphy. Online registration is still available here for this event.

Georgia Law professors also are taking part in ASIL leadership meetings during the annual conference, which is supported by four volunteer Georgia Law students: 1Ls John Carter and Jack Schlafly and LLMs Veronika Grubenko and Agustina Figueroa Imfeld.

Georgia Law Professor Diane Marie Amann keynotes 2022 ESIL Research Forum in Glasgow, Scotland

No Exit at Nuremberg: The Postwar Order as Stage for 21st-Century Global Insecurity” is the title of the keynote address that University of Georgia School of Law Professor Diane Marie Amann delivered Thursday at the University of Glasgow, Scotland, thus opening the 2022 Research Forum of the European Society of International Law. Her topic dovetailed with the forum’s overall theme, “International Law an Global Security: Regulating an Illusion?”

Introducing Amann – who is Regents’ Professor of International Law, Emily & Ernest Woodruff Chair in International Law, and Faculty Co-Director of the Dean Rusk International Law Center – was Glasgow Law Professor Christian J. Tams, Director of the Glasgow Centre for International Law & Security.

Amann framed her talk around two artefacts of the period immediately after World War II, when the 1945-46 Trial of Major War Criminals was unfolding before the International Military Tribunal at Nuremberg, Germany: the play that Jean-Paul Sartre entitled Huis Clos but that is known in English as Vicious Circle or No Exit; and the front page of a French newspaper that referred not only to that play, but also to food shortages, the East-West threat spurred by the advent of nuclear weapons, and the IMT trial. She then linked the military, economic, political, and human security threads these artefacts raised to current events including conflicts in Ukraine and elsewhere.

Glowing review for book Georgia Law Professor Bruner co-edited on corporate governance and sustainability

A research handbook co-edited by Christopher M. Bruner, the Stembler Family Distinguished Professor in Business Law here at the University of Georgia School of Law, has garnered significant acclaim in a review just published in a leading academic journal.

Subject of the review is The Cambridge Handbook of Corporate Law, Corporate Governance and Sustainability (Cambridge University Press 2019), which Professor Bruner co-edited with Professor Beate Sjåfjell of the University of Oslo in Norway. As previously posted, this 700-plus-page book includes 50 chapters, by 60 contributors from around the world. In addition to joining his co-editor in drafting the introduction and conclusion, Bruner also wrote chapter 36, “Leaders or Laggards? Corporate Sustainability in Hong Kong and Singapore.”

The new review of this work, written by Fordham Law Professor Martin Gelter, appears in an official, peer-reviewed journal of the American Sociological Association, at 51 Contemporary Sociology 154 (2022). Gelter’s review calls the Bruner-Sjåfjell Handbook a “monumental collection,” and concludes:

“The book is an invaluable resource for research on sustainability issues and on comparative corporate law in general. Any serious library covering these fields should have this book, and any researcher will have to address multiple ideas in the volume.”

Georgia Law Professor Amann post proposes considering new war crimes commission to investigate in Ukraine

Referring to Russia’s invasion last month of Ukraine, as well as the brutal attacks that followed, Georgia Law Professor Diane Marie Amann published “Time for a New War Crimes Commission?” Friday at Articles of War, the blog of the Lieber Institute for Law & Warfare, U.S. Military Academy West Point.

Amann, who is Regents’ Professor of International Law, Emily & Ernest Woodruff Chair in International Law, and Faculty Co-Director of the Dean Rusk International Law Center here at the University of Georgia School of Law, began by outlining the limitation that international law rules place on existing tribunals, such as the International Criminal Court, International Court of Justice, and European Court of Human Rights, as well as a proposed special tribunal on the crime of aggression. Having thus identified gaps in accountability, she wrote:

“Now and going forward, accountability could be enhanced by setting up a clearinghouse for gathering, cataloging, and preserving evidence, with an aim to eventual prosecutions in multiple national, regional, and international systems. The idea is not new; indeed, a useful model may be found in a Second World War-era institution known as the United Nations War Crimes Commission (UNWCC).”

Her post proceeded to sketch the history of this 1943-1948 commission, as well as its strengths and weaknesses. She concluded by calling for a body that would be empowered to carry out the UNWCC’s “core function”:

“specifically, the conduct of investigations aimed at preserving evidence and facilitating criminal prosecutions of suspects at all levels, for all potential offenses, and before any number of national, regional, and international systems willing and able to afford the persons they accuse a full and fair trial.”

The full Articles of War post is here.

Georgia Law Professor Christopher Bruner publishes in Yale Law Journal on corporate governance, sustainability

Christopher M. Bruner, the Stembler Family Distinguished Professor in Business Law here at the University of Georgia School of Law, has published “Corporate Governance Reform and the Sustainability Imperative” at 131 Yale Law Journal 1217 (2022).

Bruner argues that achieving sustainability will require reformulating corporate governance debates and revisiting features of the corporate form that incentivize companies to engage in excessive risk-taking and to externalize environmental and social costs onto society and the world. His Feature critiques the predominantly disclosure-based proposals garnering the most attention in the United States, contrasting them with more fundamental developments in other countries including France, Germany, Norway, South Africa, and the United Kingdom.

Here’s the abstract:

“Recent years have witnessed a significant upsurge of interest in alternatives to shareholder-centric corporate governance, driven by a growing sustainability imperative—widespread recognition that business as usual, despite the short-term returns generated, could undermine social and economic stability and even threaten our long-term survival if we fail to grapple with associated costs. We remain poorly positioned to assess corporate governance reform options, however, because prevailing theoretical lenses effectively cabin the terms of the debate in ways that obscure many of the most consequential possibilities. According to prevailing frameworks, our options essentially amount to board-versus-shareholder power, and shareholder-versus-stakeholder purpose. This narrow perspective obscures more fundamental corporate dynamics and potential reforms that might alter the incentives giving rise to corporate excesses in the first place.
“This Feature argues that promoting sustainable corporate governance will require reforming fundamental features of the corporation that incentivize excessive risk-taking and externalization of costs, and presents an alternative approach more conducive to meaningful reform. The Feature first reviews prevailing conceptions of the corporation and corporate law to analyze how they collectively frame corporate governance debates. It then presents a more capacious and flexible framework for understanding the corporate form and evaluating how corporate governance might be reformed, analyzing the features of the corporate form that strongly incentivize risk-taking and externalization of costs, discussing the concept of sustainability and its implications for corporate governance, and assessing how the corporate form and corporate law might be re-envisioned to produce better results.
“The remainder of the Feature uses this framework to evaluate the proposals garnering the most attention today, and to direct attention toward the broader landscape of reforms that become visible through this wider conceptual lens. Recent reform initiatives typically rely heavily on disclosure, which may be an essential predicate to meaningful reform, yet too often is treated as a substitute for it. The Feature then assesses more ambitious reform initiatives that re-envision the board of directors, and rethink underlying incentive structures—including by imposing liability on shareholders themselves, in limited and targeted ways, to curb socially harmful risk-taking while preserving socially valuable efficiencies of the corporate form. The Feature concludes that until we scrutinize the fundamental attributes of the corporate form and the decision-making incentives they produce by reference to long-term sustainability, effective responses to the interconnected environmental, social, and economic crises we face today will continue to elude us.”

The full article is available here.

Immigrants and rights of free speech, free exercise of religion topic of Georgia Law Review symposium March 18

“Immigrants and the First Amendment: Defining the Borders of Noncitizen Free Speech and Free Exercise Claims” is the title of this year’s annual day-long symposium of the Georgia Law Review, to be held Friday, March 18, in hybrid format at the University of Georgia School of Law. Featured will be a keynote by immigrant activist Ravi Ragbir, the plaintiff in a high-profile federal lawsuit alleging retaliation for activism.

Here’s the concept note:

“Immigration law, as well as immigrant activism, are intersecting with the First Amendment in new and surprising ways. This year’s Georgia Law Review Symposium will bring together a diverse set of voices to discuss these exciting new crossovers, providing a forum to explore the nuances of the First Amendment’s scope as applied to immigrants, immigrant advocates, and potential immigrants outside of the country. This is an area of law that is becoming increasingly more topical, and many questions that arise from these areas remain unanswered or ambiguous.”

Details and registration here for the conference, which will take place in-person in the Larry Walker Room on the 4th floor of Georgia Law’s Dean Rusk Hall, and which also welcomes online attendees.

Following opening remarks at 9 a.m., panels will proceed as follows:

9:10-10:35 a.m., “Immigrant Speech and Government Retaliation”

“Despite being entitled to First Amendment rights, immigrants, particularly those without documentation, are highly vulnerable to government suppression of, or retaliation against, their exercise of free speech rights. Recent or ongoing cases in this area include Oldaker v. Giles in the Middle District of Georgia, which concerns first amendment claims brought on behalf of women alleging retaliation for medical abuse at an immigration detention center; and Ragbir v. Homan, which concerns the government’s retaliatory deportation of prominent immigrant rights activists.”

Speaking within that theme on this first panel of the morning will be: Alina Das, Professor of Clinical Law, New York University School of Law; Charles H. Kuck, Managing Partner of Kuck Baxter LLC, an immigration law firm in Atlanta, and an Adjunct Professor at Emory University School of Law; Daniel I. Morales, Associate Professor of Law and George A. Butler Research Professor, University of Houston Law Center; and Clare R. Norins, Clinical Assistant Professor and Director of the First Amendment Clinic at Georgia Law. Moderating will be Jason A. Cade, who is Associate Dean for Clinical Programs, Experiential Learning and J. Alton Hosch Associate Professor of Law, and Community Health Law Partnership Clinic Director at Georgia Law.

10:35 a.m.-12 noon, “Back to the Future: Immigrant Speech Rights Yesterday and Tomorrow”

“From John Lennon to Charlie Chaplin to many less famous immigrants, United States immigration history is riddled with deportation or exclusion decisions based on immigrants’ expression. Looking to the future, it is possible that constitutional free speech rights are best shored up by legislative and administrative solutions.”

Speaking within that theme on this last morning panel will be: Michael Kagan, Joyce Mack Professor of Law and Director of the Immigration Clinic at the William S. Boyd School of Law, University of Nevada-Las Vegas; Jennifer Koh, Associate Professor of Law and Co-Director of the Nootbaar Institute for Law at the Caruso School of Law, Pepperdine University, Malibu, California; Julia Rose Kraut, author of Threat of Dissent: A History of Ideological Exclusion and Deportation in the United States (Harvard University Press 2020); and Gregory P. Magarian, Thomas and Karole Green Professor of Law, Washington University in St. Louis School of Law. Moderating will be Jonathan Peters, Associate Professor of Journalism at the University of Georgia Grady College of Journalism and Mass Communications, who also holds a courtesy appointment on the Georgia Law faculty.

1-2:20 p.m., “The First Amendment’s Limits Abroad After Trump v. Hawaii: Free Exercise, Executive Power, and Justiciability”

“Trump v. Hawaii is the most recent high-profile iteration of immigration actions allegedly taken on the basis of religion. In addition to exploring first amendment issues respecting the religion of potential migrants, this panel will also cover issues relating to the differences in executive power as it pertains to potential immigrants as opposed to immigrants already on U.S. soil, as well as the difficulties associated with immigrants vindicating asserted constitutional rights from abroad.”

Speaking within that theme on this afternoon panel will be: Christopher Lund, Associate Dean for Research and Faculty Development and Professor of Law, Wayne State University Law School, Detroit, Michigan; Zachary Price, Professor of Law, University of California Hastings College of the Law; and Shalini Bhargava Ray, Associate Professor of Law, University of Alabama School of Law. Moderating will be Nathan S. Chapman, Pope F. Brock Associate Professor in Professional Responsibility at Georgia Law.

2:20-3:15 p.m., “Keynote Address” by Ravi Ragbir, followed by a closing reception.

University of Georgia roundtable “Understanding Ukraine,” with Law Dean Rutledge moderating, set for March 17

Experts from throughout the University of Georgia community will take part in “Understanding Ukraine,” an online roundtable to be held at 12 noon Thursday, March 17.

Moderating the discussion will be Peter B. “Bo” Rutledge, Dean and Herman E. Talmadge Chair of Law at the law school, and an expert in international dispute settlement.

The following university experts will speak on the implications, from the perspective of their respective disciplines, of Russia’s February invasion of Ukraine and the ensuing armed conflict:

Jeffrey D. Berejikian, Associate Professor of International affairs, Josiah Meigs Distinguished Teaching Professor, and Senior Fellow, Center for International Trade & Security, at the School of Public & International Affairs

Joseph Kellner, Assistant Professor in the Department of History, Franklin College of Arts & Sciences

Victoria Hasko, Associate Professor in the Department of Language & Literacy Education at the Mary Frances Early College of Education

Gopinath Munisamy, Distinguished Professor of Marketing at the College of Agriculture & Environmental Sciences

James W. Porter, Josiah Meigs Distinguished Professor Emeritus at the Odum School of Ecology

Ralitsa Vassileva, Lecturer at the Grady College of Journalism & Mass Communication

Registration for this event here.

Georgia Law at top in international law, Center-administered NATO externship featured in national preLaw magazine

The just-released issue of preLaw magazine places the University of Georgia School of Law among the United States’ top international law curriculums; in so doing, it features an initiative of our Dean Rusk International Law Center.

In an article entitled “25 Most Innovative Law Schools,” author Michelle Weyenberg reports (page 42) on a valued partnership which Georgia Law entered several years ago with the North Atlantic Treaty Organization. Georgia Law’s “NATO externship,” she writes, “is a full-time, semester-long externship in the legal department of the NATO Allied Command Transformation.” She then describes experiences by our most recent extern, 3L Davis Wright, who worked in-person in Norfolk, Virginia, throughout the Fall 2021 semester (prior post):

“Third-year law student Davis Wright said his experience in the program last semester challenged him and provided an opportunity to make a substantial impact with the intergovernmental military alliance. Wright said he had the opportunity to work on an overhaul of general term and conditions throughout HQ SACT and in its subordinate commands, and to research whether NATO information is protected under U.S. laws against espionage.”

The NATO externship is one of many with international components in Georgia Law’s D.C. Semester in Practice initiative, directed by Georgia Law Professor Jessica Heywood, and also one of our Center’s many Global Externships Overseas and At-Home (GEO/GEA), administered by Sarah Quinn, our Center’s Associate Director for Global Practice Preparation.