Abstract

Corporate legal scholarship has failed in fundamental ways to grasp the ethical significance of corporate law and policy. While the broader economic and social consequences of particular legal developments are routinely debated, too little reflection is given to how such developments affect the moral quality of individual lives within the corporate hierarchy. What is needed is a framework for illuminating the interaction between developments in corporate legal doctrine and the ethical choices of corporate managers. The ethical significance of corporate law derives from two key factors. First, the corporation as an organization mediates between individuals in the corporate hierarchy and their ethical responsibilities. Second, the organizational choices and decision-making structure of the corporation are to a significant degree the product of corporate law.