In corporate governance—where contemporary policies often conflict with economic growth—scholars embark on a quest for clarity and understanding in the pursuit of a free and prosperous society.
IHS scholars are at the forefront of this intersection as the focus on economics and corporate governance has broadened from shareholders to stakeholders. IHS is committed to fostering a community of top scholars, researchers, and the future leaders who are dedicated to researching alternative strategies in this field, driving critical conversations, and finding synergy between theoretical research and real-world applications.
Professor Stephen Bainbridge, a distinguished legal scholar in the IHS network, embodies the spirit of intellectual exploration that can shape the future of corporate governance and business practices. His work, like that of many IHS-supported scholars, exemplifies the meaningful impact that rigorous research can have on society today.
“How could you not be fascinated by how they work?” Bainbridge asks, on the topic of corporations and governance. “There are about 4 to 5 million corporations in the country that produce 80 to 90 percent of private sector economic activity,” Bainbridge said. “They’re the most dominant economic form of organization, and most Americans work for them.”
“There are about 4 to 5 million corporations in the country that produce 80 to 90 percent of private sector economic activity. They’re the most dominant economic form of organization in the country.”
Professor Stephen Bainbridge
A professor at UCLA School of Law, Bainbridge’s journey through academia is marked by profound insights, mentorship, and significant research on corporate law and governance. He is renowned for his extensive contributions to the field and, in 2008, 2011, and again in 2012, Bainbridge was named by the National Association for Corporate Directors (NACD) in Directorship Magazine as one of the 100 most influential people in the field of corporate governance. Additionally, Bainbridge serves as a thought leader and mentor through his extensive body of work. He has written over 75 law review articles, many of which have appeared in leading academic journals, such as the Harvard Law Review and the Northwestern University Law Review, and his prolific work has been cited by many top courts in the nation.
Bainbridge’s journal article, “The Convergence of Good Faith and Oversight,” discusses the convergence of good faith and oversight in Delaware corporate law, and was cited by the Court of Chancery in Delaware, one of the most important courts in the United States for corporate law. Bainbridge not only has become a significant authority in corporate law and governance but also carries a passion and commitment to the field.
In that continued pursuit of knowledge, Bainbridge acknowledges the contemporary challenges in corporate governance research and provides a candid perspective on regulatory burdens. “The regulatory state has gotten so large that much of what companies now have to do is compliance,” Bainbridge states, noting that over 213 billion dollars was spent on corporate compliance in 2021 alone. His insights shed light on the significant resources companies expend on compliance, redirecting attention from innovation and product development.
His latest work, The Profit Motive, contributes valuable insights on the subject. Published via Cambridge University Press, Bainbridge’s book delves into the heart of debates surrounding corporate social responsibility, shareholder capitalism, and the delicate balance between business ethics and profit maximization. The book stands as a beacon guiding future discussions, providing a reference for those navigating the intricacies of corporate law, and offers context for the current questions about corporate purpose.
“The Profit Motive addresses questions of corporate purpose using historical, legal, and economic perspectives,” Bainbridge asserts. “It argues that shareholder value maximization is not only required by law but what the law ought to require.”
Profit Motive is already making waves in the field, attracting the attention of another leading authority on corporate governance issues, Charles M. Elson, a retired law professor of the University of Delaware. “It is both superb scholarly and yet at the same time highly accessible to the non-lawyer,” Elson stated. “This is a must-read both for corporate law scholars and, more importantly, the public company director community.”
Along with his direct contributions to research, a significant facet of professor Bainbridge’s career is his commitment to mentorship—a philosophy that dovetails seamlessly with the IHS ethos. Reflecting on his mentorship experiences, Bainbridge acknowledges the profound impact mentors had on his own intellectual development. In this spirit, he actively engages in mentoring the next generation of legal minds and paying forward the wealth of knowledge.
“I had some law professors in school that were very influential on me, that went out of their way to be helpful when I was early in my career,” Bainbridge reflects. “I owe them a debt, and the best way I can repay that debt is by providing the same sort of advice and counsel to my younger friends and students in the field. That’s something that’s very important to me.”
That commitment to the next generation of scholars was recently on display at the 2023 IHS corporate governance research discussion, where professor Bainbridge was one of the featured speakers. He provided insights into a broader academic conversation on corporate governance to a diverse group of rising-star scholars across academic disciplines.
“The [IHS event] enabled me to engage in meaningful discussion and gave me ideas for future research. I have gained a great deal in my intellectual thought,” one scholar said of the event.
IHS provides not just a forum for open and civil discourse, but also a dynamic space where scholars can engage in productive discussions that transcend disciplinary boundaries. Bainbridge’s participation in such discussions highlights the important relationship between IHS and scholars committed to the principles of classical liberalism and the exchange of ideas within this academic community to nurture a diverse and rich intellectual landscape.
In the grand tapestry of intellectual and academic pursuits, the IHS community stands as a foundational pillar, continuing to provide scholars like Bainbridge with the space, resources, and encouragement to thrive. Professor Bainbridge’s journey is a testament to the type of enduring synergy between IHS and scholars dedicated to that pursuit. To learn more about how you can support scholars like professor Bainbridge, visit TheIHS.org/donate.
