The Amsterdam Centre for Transformative Private Law (ACT) invites you to a thought-provoking symposium on the evolving role of the corporation in society.

Guest Speakers

• Prof. Colin Mayer (Saïd Business School, University of Oxford) - Emeritus Professor of Management Studies, Saïd Business School, University of Oxford. Expert on corporate finance, governance, and corporate purpose.
• Prof. Paddy Ireland (University of Bristol Law School) – Professor of Law, University of Bristol. Specialist in company law, corporate theory, and the legal foundations of the corporation.

Programme

14:00 – 15:30

Prof. Colin Mayer (Saïd Business School, University of Oxford)

Transforming the Corporation in the 21st Century

Abstract
Corporate success lies at the heart of directors’ duties in many corporate laws, but few laws define success.  As a result, there is growing confusion and concern about the objective of the firm.
Some scholars argue that it is about maximizing profit, others about the long-term value of the corporation.  Increasingly, there has been a focus on the long-run sustainability of the firm and the environment in which it operates.  One view is that firms should be promoting the welfare not just the financial wealth of their shareholders, while another is that they should enhance the wellbeing of their stakeholders more broadly defined.The agenda over the last 60 years has been dominated by Milton Friedman’s assertion that there is only one social responsibility of business: to increase profits while staying within the rules of the game.  Anything else, he believed, would involve businesspeople in making political judgments for which they had no authority or accountability.   However, that has not stopped businesses becoming increasingly embroiled in political controversies. 

Profits, the fuel that powers capitalism and the incentive that mobilizes people and investments in business, are at the heart of the problem.  Without profits, there is no capital in capitalism.  But we are misconceiving the nature of profits and never has there been a greater need to bring clarity to what is meant by the success of the corporation.  This presentation will attempt to do exactly that.

(Discussant: Marleen van Uchelen)

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15:30 – 15:45

Coffee Break

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15:45 – 17:15

Prof. Paddy Ireland (University of Bristol Law School)

The Contradictions of Corporate Law

Abstract:
This paper uses the renewed interest in ESG and corporate ‘purpose’ as a jumping off point for an exploration of the historical processes whereby joint stock corporations came to be placed firmly on the private side of the public-private divide - despite their public origins and despite the fact that they are emblematic of the overwhelmingly social nature of modern production, are highly dependent on state support, and have major, often deleterious social and environmental impacts. In examining the way the legal form of the business corporation was constructed in the nineteenth century, the paper tries to identify and highlight some of its contradictory, but rarely commented on, features. In this context, it focuses on the way the legal nature of the corporate share straddles the creditor-owner divide and the way separate corporate personality (the separation of companies and shareholders) is taken very seriously in some contexts, but not seriously at all in others. These contradictory features, it argues, have contributed to the corporation’s increasingly negative social and environmental impacts. Against that backdrop, it assesses the ability of the corporate purpose and ESG movements to deal with the ‘failure of the corporation’.

(Discussant: Aart Jonkers)

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17:15 - 18:00

Reception with drinks and snacks in REC A3.16