Course Spotlight: Corporate Accountability: International and Comparative Perspectives

Corporate Accountability: International and Comparative Perspectives is an elective course in Osgoode’s Professional LLM that is open to students in both the LLM in Business Law and the LLM in International Business Law. The course examines how different legal systems regulate the global impacts of corporate activity, particularly in relation to human rights, environmental harm, and transnational governance. Through international and comparative perspectives, students explore how corporate structures, regulatory frameworks, and legal doctrines shape the allocation of risk and responsibility across borders.

The course is taught by Barnali Choudhury, Professor of Law and Co-Director of the LLM in International Business Law at Osgoode Hall Law School. She is also the Director of the Jack & Mae Nathanson Centre on Transnational Human Rights, Crime and Security. An internationally recognized expert on corporate law and business and human rights, her scholarship has been widely published and cited by governments, international organizations, and tribunals.

Today, questions of corporate accountability sit at the center of legal and regulatory debates worldwide. “The impacts of corporations on issues such as human rights or the environment are no longer peripheral concerns,” Professor Choudhury explains. “They are central to legal risk, regulatory compliance, and institutional legitimacy.” Across jurisdictions, she notes, governments are introducing sustainability disclosure regimes, mandatory human rights due diligence laws, supply chain regulation, and other reforms designed to address the social and environmental impacts of corporate activity.

At the same time, corporations increasingly operate through complex transnational structures that can obscure responsibility and shift risk across borders. Lawyers are therefore being asked not only to interpret black-letter law but also to anticipate broader structural risks. Corporate accountability, Professor Choudhury explains, sits “at the intersection of doctrine, markets, and power,” equipping lawyers to understand how corporate structures allocate risk and value, and how law can either entrench or reshape those allocations.

Because the course brings together lawyers and professionals from fields such as finance, compliance, sustainability reporting, and public policy, classroom discussions often reflect the realities of organizational decision-making. Non-legal professionals, Professor Barnali Choudhury notes, bring what she describes as “institutional realism.” Those working inside organizations understand “how decisions are actually made within organizations,” including the internal incentives, data systems, and operational constraints that shape corporate behaviour. Their perspectives challenge purely doctrinal analysis and expose lawyers to the economic and managerial realities that influence how corporations operate.

For students without formal legal training, Professor Barnali Choudhury emphasizes the importance of questioning traditional assumptions about corporate purpose. Much of the course examines how corporations operate within complex social, environmental, and human rights contexts, and how legal and regulatory frameworks attempt to prevent the “externalization of harm onto workers, communities, and ecosystems.” Engaging with the material, she suggests, requires a willingness to interrogate the traditional shareholder-primacy model and consider alternative conceptions of corporate responsibility.

Professor Choudhury’s teaching is also informed by her own experience in corporate practice and international investment law. Earlier in her career, she advised corporate clients on managing legal risk, structuring transactions, and navigating regulatory frameworks, and represented Fortune 500 companies in international investment matters. That experience gives her a practical vantage point on how corporate accountability operates in practice, including how “sophisticated legal structuring, jurisdictional complexity, and strategic litigation can limit or diffuse responsibility.”

Rather than distancing herself from that experience, she brings it directly into the classroom. “The goal is not to be judgmental of corporations,” she explains, “but to be clear-eyed about institutional incentives.” Students examine how doctrines of corporate separateness, attribution, and investor protection can produce unintended consequences and consider how governance frameworks might better align corporate incentives with social responsibility.

The course is highly discussion-driven. Professor Choudhury encourages students to engage actively with cases, legislation, and international instruments, often by debating deliberately challenging questions. “My aim is not to elicit agreement, but to sharpen analysis,” she explains. By testing arguments and probing structural tensions, students refine their reasoning and deepen their understanding of how corporate accountability operates in practice.

By the end of the course, students leave with a new way of thinking about corporations and their role in the global legal order. They develop the ability to compare how different jurisdictions address corporate impacts on people and communities, critically analyze legislative attempts to promote accountability, and identify structural gaps in complex corporate groups and transnational business operations. Most importantly, Professor Choudhury says, students begin thinking about the need for “a dynamic, evolving system that shapes how corporations interact with the world.”