Course Overview

Course Title: ESG in Business Law and Economic Growth 

Relevant SDGs: 3, 6, 8, 13

Credit(s): 2 credits (32 teaching hours)

Course Description:

Global concerns about climate change, economic security and the resiliency of critical supply chains, coincide with increasing questioning of the role of publicly traded corporations. This concern manifests itself in calls for corporations to respect the interests of an ever-expanding network of stakeholders. Terms such as SDG or ESG reflect the belief that corporations are in reality, fiduciaries, and are obligated to strive for sustainable profits by jettisoning “short-termism” and taking into account long-term sustainability in the contexts of the environment, social justice and other goals. Accordingly, boardrooms are increasingly facing demand and navigating complex social issues pressures from stakeholders to address an expanding list of challenges far beyond the classical ambit of a corporation’s purpose. The course will explore the new board focus to integrate social issues into corporate decision-making and analyze two developing trends. The first is the re-examination of the role of corporations and which governance model is best for the modern corporation – shareholder, stakeholder or enhanced shareholder. Which model can achieve ESG/SDG better? Alternatively, are there disadvantages to obligating corporations to expand their mandates? What are the advantages and disadvantages of this new focus? The second trend is the increasingly enhanced oversight responsibilities on corporate directors using the exemplar of Delaware law to analyze the ramifications of this trend. Oversight was classically looked at as a “duty of care” violation while it is now conceptualized within the parameters of the duty of loyalty which exposes directors to personal liability. Directors have an enhanced oversight obligation with respect to consumer safety and “mission critical” functions. Students will examine these issues in the contexts of various jurisdictions increasing their knowledge of comparative governance. 

Students interested in Corporate and Securities, and Environmental Law may find the course of particular interest. 

What skills will students get?

1. Identify the various corporate governance and board structure (one-tier, two tier) models  

2. Discuss and debate the role of publicly traded corporations and changing expectations

3. Summarize the corporate director duty of oversight in China and the United States 

4. Review the new enhanced obligations of directors in the U.S. as it relates to ESG

5. Analyze and debate the advantages and disadvantages of the enhanced obligations of directors as it relates to ESG

6. The above will be done within the contexts of improving oral English skills and critical thinking. Students will reflect on their classmates’ opinions and learn how to critically analyze those opinions. 

Mode of Teaching

Combination of lecturing and discussion.

Grading

1. Attendance: 20%;
2. participation and 80% exam.

Course-specific Restrictions

None.

Class Schedule

Instructors

Joel Slawotsky

Professor of Law at Reichman University (formerly IDC) Herzliya (2003-present).

Joel teaches and focuses on corporate and international economic law and has taught, lectured, and presented at conferences in Asia, Europe, and both North and South America. Joel has published over 50 journal articles and book chapters. Publication venues include the Asia Pacific Law Review (SSCI); Chinese Journal of International Law (SSCI); Journal of World Trade (SSCI); Hong Kong Law Journal (SSCI); Chinese Journal of Comparative Law (ESCI); Georgetown Journal of International Law; Capital Markets Law Journal (ESCI); Tsinghua China Law Review (ESCI); Fordham International Law Journal; Duke Journal of Comparative and International Law; Virginia Journal of International Law; Virginia Law and Business Review; Review of Banking and Financial Law; Qatar University Law Journal; Delaware Journal of Corporate Law and the U.Penn. Business Law Journal. He is also a former law clerk to the Hon. Charles H. Tenney, (U.S.D.J., S.D.N.Y.) and AV peer-review rated attorney at Dentons representing clients litigating in federal and state courts at both the trial and appellate level.

Weihuan Zhou

Dr Weihuan Zhou is an Associate Professor of Law at New South Wales University Faculty of Law and Justice.

His research focuses on the laws of the World Trade Organization (WTO), Customs law especially trade remedies, free trade agreements, Chinese commercial law, China’s regulations of international trade and investment, China’s integration into the international and regional economic order. He has published widely on these topics in a number of top international and domestic journals such as American Journal of International Law, Journal of International Economic Law, World Trade Review, Journal of World Trade, International & Comparative Law Quarterly, the China Quarterly, Melbourne Journal of International Law, the World Economy, Manchester Journal of International Economic Law, Global Trade and Customs Journal, Asian Journal of WTO & International Health Law and Policy, Australian Law Journal, Chinese Journal of Comparative Law, and Tsinghua China Law Review. His work has been cited widely, including in European Parliament briefings, reports of the Parliament of Australia and Australia’s Productivity Commission, as well as leading scholars in the field.

At UNSW Law, he is one of the first members of the Herbert Smith Freehills China International Business and Economic Law (CIBEL) Centre. The CIBEL Initiative is a university funded long term and strategic initiative to enhance research strength in the areas of international business and economic law of relevance to China in the twenty-first century. The CIBEL website is here: http://www.cibel.unsw.edu.au/. Globally, he is currently Co-Secretary of the Society of International Economic Law (SIEL), one of the world’s leading organisations for academics and academically-minded practitioners and officials in international economic law: http://www.sielnet.org/.

Shen Wei

Shen Wei is KoGuan Distinguished Professor of Law, Shanghai Jiao Tong University Law School; PhD (London School of Economics and Political Science), LLM (University of Cambridge), LLM (University of Michigan), LLM & LLB (East China University of Political Science and Law); Attorney-at-Law, New York.  

Professor Shen is now teaching international investment law, international financial regulation, company law, international economic law and contract law in the law school. Professor Shen’s current research interests include international investment law, corporate governance, financial regulation, and international commercial arbitration.  

Professor Shen is the sole author of nine books: Rethinking the New York Convention – A Law and Economics Approach (Cambridge: Intersentia 2013), The Anatomy of China’s Banking Sector and Regulation (Wolters Kluwer 2014), How Is International Economic Order Shaped? – Law, Markets and Globalisation (China Law Press 2014), Corporate Law in China: Structure, Governance and Regulation (Sweet & Maxwell 2015), Investor Protection in Capital Markets – The Case of Hong Kong (Sweet & Maxwell 2015), Shadow Banking in China: Risk, Regulation and Policy (Edward Elgar 2016), Chinese Business Law: Narrative and Commentary (Wolters Kluwer 2016), Conceptualizing the Regulatory Thicket: China’s Financial Markets after the Global Financial Crisis (Routledge 2020), and Decoding Chinese Bilateral Investment Treaties (Cambridge University Press 2021).  He edited a number of books including: Private Law in China and Taiwan: A Law and Economic Analysis (Cambridge University Press 2016, with Chang and Wang), Financial Regulation in the Aftermath of Global Financial Crisis: Chinese and US Perspectives (China Law Press 2016, with Roberta Romano), and Financial Crises: Types, Causes and Consequences (Nova Sciences 2021).

Professor Shen also contributed to 42 books (38 in English and 5 in Chinese) and authored (or co-authored) over 260 articles in English and Chinese law journals. His article was cited by the Supreme Court of Singapore in its judgment, and his expert opinion was accepted and applied by the Hong Kong High Court and the Supreme Court of the State of New York in various cases.

Course Contact

Respective instructor or TA via email.