1147 | Corporate Governance in Context

Corporations are significant institutions of the contemporary society. They influence the social, cultural, and political arenas of life besides playing an important role in the economy. Recently, the role of corporations has come under scrutiny and demands are being made for socially responsible corporations. This is partly because by nature, corporations are ‘embedded’ in the society. They derive their roles from the political, social, and legal contexts of their territory. The growing transnationalisation of large corporations continues to add another layer of complexity in determining the nature of corporations. Despite the transnationalisation, recent instances (e.g., Huawei) have demonstrated the national political rootedness of the corporation.

There are important policy considerations arising out of this contextual ‘embeddedness’ of the corporation. These considerations are useful in evaluating some of the core rules of corporate law and they add to our understanding of corporations. This course supplements the core course on corporate law by introducing the students to these considerations. It helps the students in exploring corporations as hybrid enterprises that exhibit characters of both public and private institutions, even if their shares are held by non-state actors. (Ciepley 2013)

This course will steer away from technical rules of corporate law, while focusing on the broad parameters of corporate governance. It will only evaluate certain core rules of corporate governance in India and other jurisdictions to highlight how policy considerations are translated into law.

The course will be taught interactively as well as through brief lectures. Students are encouraged to contribute to the discussions on the prescribed readings. Each class will begin with thematic questions shared in advance. Students may be asked to enter small groups for discussions for specific parts of the reading. Each group may then present their views to the class. We will use around 30 minutes of time in each class for close reading of the select excerpts.