Law Schedule of Classes

NOTE: Course offerings change. Classes offered this semester may not be offered in future semesters.

251.75 sec. 001 - Climate Change and Corporate Governance Reform (Fall 2023)

Instructor: Susan H Mac Cormac Taylor  
View all teaching evaluations for this course - degree students only

Units: 1
Grading Designation: Credit Only
Mode of Instruction: In-Person


Tu 6:25 PM - 8:15 PM
Location: Law 100
From August 22, 2023
To October 03, 2023

Course Start: August 22, 2023
Course End: October 03, 2023
Class Number: 32089

Enrollment info:
Enrolled: 41
Waitlisted: 0
Enroll Limit: 42
As of: 02/07 02:03 PM

While climate change is often considered an ‘environmental problem’, the risks and opportunities embedded in a changing climate go well beyond the natural environment. This course focuses on the intersection between climate change and corporate law, specifically in the areas of compliance/litigation, finance, and governance.

Compliance/Litigation. We will evaluate the current (and rapidly changing) regulatory framework for GHG emissions, including voluntary (SASB, GRI, ISSB) and required (SEC) disclosure and the steps that companies and investors must take to meet net zero and carbon neutral targets. We will also review how companies and investors evaluate climate risk using climate risk scenarios and investigate which of the tools introduced by the Task Force for Climate Related Financial Disclosure are most effective in achieving climate goals. We will examine green-washing and associated risks from employees, shareholders, customers, regulators, and NGOs. And we will further assess the rise of climate litigation and its use as an effective tool for change.

Climate Finance. Current estimates are that $3.5T per year (up from $1.5T) must be invested in climate solutions and infrastructure to have any hope of meeting the 1.5C goal set by the Paris Climate Accord. What are the legal tools available to investors and companies that will help in ensuring that capital dedicated to the goals actually reduces emissions? We will explore new forms for aggregating capital for climate as well as mechanisms that can be employed by asset managers to align financial with climate goals. We will examine the various types of securities - from green bonds to performance-linked bonds to pay -for performance impact securities - that are being employed in this space.

Governance. Finally, we will do a deep dive into corporate governance as a driver of value but more importantly as a driver of climate solutions. We will discuss how boards are - and should be - considering climate change in exercising their oversight over management and operations. We will explore the tools available to management, including golden shares, side car public charities, partnership arrangements and licensing models and impact-linked compensation. And we will consider the rise of the public benefit corporation - with dual fiduciary duties - and stakeholder activism - as agents for change.

Exam Notes: (None) Class requires a series of papers, assignments, or presentations throughout the semester
Course Category: Business Law
This course is listed in the following sub-categories:
Environmental and Energy Law
Social Justice and Public Interest

If you are the instructor or their FSU, you may add a file like a syllabus or a first assignment to this page.

No reader.

Instructor has indicated that no books will be assigned.

Go to Course Search