Upcoming Symposia

Berle XIX

The Modern Corporation and the State: Governance Norms in Flux

Columbia Law School, April 9-10, 2027

Theme

Today, previously stable corporate governance norms and the relationship of the corporation to the state are in flux. There are two sources of instability.  

First is the dramatic shift in the balance of power between public shareholders and concentrated owners. Large asset owners, embodying the broad interests of public shareholders, have seen power diminished; owners of super-voting common stock and other quasi-controllers have gained power, through the channels of legislation, regulation, and judicial decisions.

Second is the growing role of the State, through both an emergent industrial policy and the fiat power of the Unitary Executive. Alongside these recent developments is the on-going concern that an exclusive shareholder value maximizing focus does not serve the welfare of the broader society now and inter-generationally.

Columbia Professor Adolf A. Berle faced inflection points twice in his career, first in the midst of the Great Depression and second in the post-World War II debate between socialism and capitalism as organizing principles. Each produced an important book, The Modern Corporation and Private Property (1932) and The 20th Century Capitalist Revolution (1954), each of which addressed fundamental questions about the nature of the corporation and its relationship to state corporate law, federal law, and the nation-state. We seem to be at an important inflection point now, making this an ideal time to mobilize a community of scholars to address similar questions.

This symposium will bring together scholars and experts from a broad array of disciplines to consider the nature of, and possible responses to, this moment. The broad motivation outlined above spawns a considerable number of subtopics, including: 

• How should corporate governance respond to political risk, and what lessons does sound corporate governance practice have for political bodies?
• What are the current and future governance implications of regulatory competition in corporation law?
• How should we think about the growth of large asset managers and private equity in controlling the productive assets of the U.S. economy?
• How should we view federal incursions into the shareholder franchise and calls to federalize corporate law?
• What are the effects of state ownership in public companies? Relatedly, what is the case for a national sovereign wealth fund?
• Should corporate governance and state governance look similar or different during major market corrections (including unusual market turbulence and bursting bubbles)?
• What is the nature of the modern corporation and the modern state?
• How could — and should — executive authority be reimagined in a geopolitical order that moves fluidly between trade and security?

1934 photo of Post 30 on the floor of the New York Stock Exchange courtesy of the Library of Congress