Corporations are often the source of externalities that impact the environment, human rights, market competition, and social relationships. A well-known legal answer to this issue centers on redefining the corporate purpose: corporations should be managed in the interests of all relevant stakeholders, going beyond the narrow focus on maximizing shareholder returns. However, the approach based on the corporate purpose is fiercely debated at a theoretical level and faces substantial hurdles in its practical implementation. Market-based solutions are also inadequate. As Berle and Means highlighted nearly a century ago, when corporations have large economic power the market’s invisible hand loses much of its effectiveness.

Drawing insights from recent developments in European Union law, this talk discusses two alternative normative strategies to address the issue of corporate externalities. The first strategy revolves around disclosure and aims to enhance public scrutiny of corporate activities and their environmental and social impact. The second strategy entails imposing organizational requirements designed to mitigate the adverse effect on the environment and human rights, thus compelling corporations to internalize the externalities they cause and promoting a more sustainable business model.

Andrea Perrone is a Full Professor of Corporate Law and Financial Regulation at the Università Cattolica del Sacro Cuore (UCSC) in Milan, Italy. He has taught at the Università di Ferrara and served as a Visiting Professor at the Hebrew University of Jerusalem, the Université Paris X, and the University of Warsaw. Professor Perrone has published extensively in the fields of financial regulation, corporate law, contracts, and non-profit organizations. He is a name partner at a boutique law firm in Milan specializing in financial regulation, banking law, and corporate law.

Professor Perrone holds a J.D. from the UCSC and a Ph.D. in law from the State University of Ferrara, Italy. He has been a visiting scholar at the Yale Law School for a full academic year.

This event is sponsored by the University of Chicago Law School's International Programs and International Law Society.

Lunch will be provided. Please submit dietary requests eight business days prior to the program to Aican Nguyen at aican@uchicago.edu. Although we will try to accommodate dietary needs, it is not guaranteed.