Event 2025 GCGC CONFERENCE: LONDON starts on Jun 13, 2025, 8:30:00 AM (Europe/London)
Corporate Governance in an Era of Geoeconomics
6/14/25, 9:00 AM - 6/14/25, 9:30 AM

Speaker:

Curtis J. Milhaupt
Stanford Law School and ECGI

Discussant:

Jill E. Fisch
University of Pennsylvania and ECGI

Abstract


Paper Author: Curtis J. Milhaupt

The “End of History” for corporate law and governance has come to a messy conclusion, marked by U.S.-China rivalry, techno-nationalism, economic sanctions, export controls, supply chain vulnerability, and resulting efforts by multinational enterprises and their governments to “derisk” in a global environment that has upended many assumptions on which the post-Cold War economic order operated. This new global environment has ushered in an era of geoeconomics – the pursuit of power politics using economic means. Because geoeconomics requires leveraging, curtailing or blocking the actions of profit-oriented commercial enterprises to increase state power vis-a-vis geopolitical rivals, it places corporations in a role for which they are unaccustomed and organizationally not well suited. 

This article explores the potential implications of geoeconomics for corporate governance of U.S. corporations. Part I surveys major debates in the comparative corporate governance field circa the turn of the twenty-first century, highlighting the ways in which the literature was infused with optimism about globalization, and virtually devoid of geopolitical or national security considerations. Part II sketches the trajectory from globalization to weaponized interdependence that characterizes the past decade, with a focus on the “geopolitical chain reaction” underlying US-China de-coupling. It then analyzes the Risk Factors section of Forms 10-K over the past two decades to document the heightened perception of material risks to business the current era of geoeconomics has engendered in the U.S. corporate sector. Part III first examines how geoeconomics will affect the legal/policy environment for corporate governance by analyzing parallels and differences with the ESG movement. It then analyzes the implications for firm-level governance, focusing on (1) board and senior executive expertise, (2) governance of geopolitical risk, (3) compliance, (4) supply chain management, (5) litigation risk, and (6) investor/public and government relations.

Download Paper


Visit our partner site