The Political Economy of Local Corporate Law

Abstract

Local laws affecting the legal personality of – and principal-agent relationships within – organizations have augmented conventional corporate laws (made at state and sometimes federal levels) addressing the same issues. As such local corporate laws have developed, so have questions as to the reason(s) motivating their emergence. At the same time, a broader debate persists as to how and where corporate law is – and should be – made. To date, the explanations and positions of policymakers and scholars in such broader debate have focused upon the dynamics between the state and federal government, among states, or within states among powerful interest groups acting upon state government. Yet, these forces are not the only powerful influences upon the production of corporate law: local jurisdictions, their constituents, and local level political, economic, and other considerations also matter. In this Article, I argue that understanding the impetus for local corporate law – and the production of corporate law generally – requires a relational lawyering approach that is more fully contextualized with urban theory, among other such considerations. Doing so illuminates that the local lawmaking process manifests a different political economy than the production of corporate law at state and federal levels – resulting in different corporate stakeholders’ concerns reflected in law, and other important implications.

Keywords: corporate law, corporate governance, community development, local government law, urban theory