Chen Wang (UC Berkeley Law) and Xu Ke (Renmin U) have posted “Toward Digital Corporate Law: Revisiting Corporate Law’s Responses to Technology” on SSRN. Here is the abstract:
This article explores the dynamic interplay between emerging technologies and corporate law, questioning whether these advancements necessitate a fundamental reshaping of core legal doctrines. It delves into specific areas like corporate formation, governance, and finance, through a comparative lens examining Chinese and U.S. laws and regulations. The article focuses on the capacity of modern frameworks of corporate law to address challenges posed by technologies like AI, particularly concerning the evolution of corporate agents’ fiduciary duties and the balance of power between shareholders and management. It proposes innovative approaches to developing future corporate law, stressing enhanced compatibility and adaptability with technological progress, such as contemplating data as a corporate asset and allowing for the issuance and storage of stocks in digital form. The article also explores balancing shareholder, stakeholder, and societal interests in this evolving landscape, including the use of AI in fulfilling corporation’s ESG responsibilities and the potential for fund managers to employ AI to make informed proxy voting decisions. By posing thought-provoking questions for future research, it aims to stimulate a nuanced dialogue on the critical intersection of law and technology, particularly in the context of the increasing digitization of corporate law and the potential for using software engineering technics to improve legislating and rulemaking.