Eric W. Orts

Eric W. Orts
  • Guardsmark Professor
  • Professor of Legal Studies & Business Ethics and Professor of Management

Contact Information

  • office Address:

    648 Jon M. Huntsman Hall
    3730 Walnut Street
    Philadelphia, PA 19104

Research Interests: corporate governance, environmental law and policy, environmental management, professional ethics, securities regulation, democratic theory, constitutional law, theories of the firm, business theory

Links: CV, Initiative for Global Environmental Leadership, Wharton Climate Center, The Andrea Mitchell Center for the Study of Democracy, Penn Program on Regulation, Center for Ethics and the Rule of Law

Overview

Education

JSD, Columbia University, 1994; LL M, Columbia University, 1992; JD, University of Michigan, 1988; MA, New School for Social Research, 1985; BA, Oberlin College, 1982.

Career and Recent Professional Awards; Teaching Awards

Wharton MBA Teaching Award, 2021.
MBA Excellence in Teaching Award for an Elective Course, 2011.

Academic Positions Held

Wharton: 1991-present (named Guardsmark Professor in 2001); faculty director, Initiative for Global Environmental Leadership, 2007 to 2020.  Visiting appointments: Columbia Law School; Harvard University (Eugene P. Beard Faculty Fellow, Center for Ethics and the Professions); INSEAD European campus (Economics and Political Science area); NYU School of Law; University of Leuven (Fulbright Visiting Professor, law faculty); University of Michigan Law School; UCLA School of Law; University of California Santa Barbara, Bren School of Environmental Science and Management; University of Sydney Law School; and Tsinghua University (School of Economics and Management, Freeman Foundation Visiting Professor).

Other Positions

Paul, Weiss, Rifkind, Wharton & Garrison, associate attorney, 1988-90; Chemical Bank Fellow in Corporate Social Responsibility, Columbia University School of Law, 1990-91.

Professional Leadership

Founding board member, Alliance for Research in Corporate Sustainability, 2009-23; consulting member, American Law Institute, 1997-present.

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Research

Current research focuses on several projects: a paper sketching a normative theory of the firm following up my book on Business Persons; a manuscript on my recent run for the U.S. Senate in Pennsylvania; and a short essay on recent decisions by the U.S. Supreme Court that throw its legitimacy into serious question.

  • Brian Berkey and Eric W. Orts (2021), The Climate Imperative for Business, California Management Review (Insights/Frontier).

  • Eric W. Orts (2020), Senate Democracy: Our Lockean Paradox, .

    Abstract: The United States Senate is radically unrepresentative. American citizens in populous states such as California, Texas, Florida, and New York have much less voting weight than citizens in lightly populated states. Senate representation is also significantly biased in terms of race, ethnicity, and color, as well as other constitutionally protected characteristics such as age and sex. Effective reform of Senate, however, presents a Lockean paradox because amendment of the Senate’s representational structure is prohibited by Article V of the Constitution, and the amendment of Article V is itself blocked by impossible supermajority hurdles. This Article proposes a Senate Reform Act to solve this paradox. The reform would adjust the number of senators allocated to each state by relative population. It recommends a Rule of One Hundred to determine population units by which to allocate senate seats according the official decennial census, with a minimum of one senator per state. The reform would thus respect the principle of federalism and maintain the Senate at roughly the same size. It would yield structural co-benefits such as a more representative Electoral College and an easier path to statehood for underrepresented citizens in the District of Columbia, Puerto Rico, and elsewhere. The proposed Senate Reform Act finds its constitutional authority in the Fourteenth, Fifteenth, Nineteenth, Twenty-Fourth, and Twenty-Sixth Amendments, collectively the voting-rights amendments. After explaining how the reform would work, this Article defends its constitutionality through traditionally recognized modes of interpretation: textual analysis, structural considerations, historical context, moral principles, and legal precedents. It concludes with an examination of political balance and feasibility.

  • Eric W. Orts (2020), Collective Goods and the Court: A Theory of Constitutional Commodificaiton (with Amy Sepinwall), .

    Abstract: Not everything is or should be for sale. Collective goods such as our democracy and parts of our natural environment would be destroyed if they were transformed into commodities to be bought and sold in commercial markets. This Article examines a discrete and unexplored topic within the larger literature on commodification: the extent to which the U.S. Supreme Court participates in the commodification of collective goods. The Court shifts market boundaries, we argue, through interpretations of the Constitution that glorify commodities and exalt individual rights at the expense of collective goods in which we all share. Examining two lines of cases holding that “money is speech” and “waste is commerce,” the Article contributes to theoretical understanding of the nature of collective goods and their commodification through interpretation of the Constitution, and makes recommendations for how the Court and our larger society should address these issues in the future.

  • Brian Berkey and Eric W. Orts (2019), Review of Ryan Burg, Business Ethics for a Material World, Business Ethics Quarterly, 29 (1), pp. 143-146. 10.1017/beq.2018.39

  • Eric W. Orts (2017), Corporate Law and Business Theory, .

  • Sarah E. Light and Eric W. Orts, “Public and Private Procurement in Environmental Governance”. In Policy Instruments in Environmental Law, edited by Ken Richards & Josephine van Zeben (Edward Elgar, forthcoming), (:, 2017)

  • Eric W. Orts and N. Craig Smith, The Moral Responsibility of Firms (: Oxford University Press, 2017)

  • Eric W. Orts (2016), Theorizing the Firm: Organizational Ontology in the Supreme Court, DePaul Law Review, 65 (2).

  • Sarah E. Light and Eric W. Orts (2015), Parallels in Public and Private Environmental Governance, Michigan Journal of Environmental and Administrative Law, 5 (), p. 1.

  • Eric W. Orts and Amy Sepinwall (2015), Privacy and Organizational Persons, University of Minnesota Law Review, 99 (6).

Teaching

Current MBA elective core course: Business, Social Responsibility, and the Environment.

Previous Ph.D. courses: Foundations of Business Law; Theories of the Business Enterprise.

Previous undergraduate course: Business, Law, and Democracy [Paideia program]

Previous undergraduate/MBA courses:  Introduction to Law (honors); Environmental Management: Law and Policy.

 

All Courses

  • LGST2020 - Law of Corp Mgmt & Fnce

    This course provides an introduction to the law of corporate management and finance. The course covers the roles of directors and managers under state corporate law and the federal securities laws. It also considers the rights and responsibilities of other major stakeholders including shareholders, creditors, and employees. Particular attention is given to the law of mergers and acquisitions. Focus in on public corporations, but application of the law to venture firms is also discussed. Alternative organizational forms , such as LLCs, partnerships, and DAOs, are considered. Format: Socratic conversation and some lecture.

  • LGST2150 - Envt'l Mgmt Law & Pol

    This course provides an introduction to environmental management by focusing on foundational concepts of environmental law and policy and how they affect business decisions. The primary aim of the course is to give students a deeper practical sense of the important relationship between business and the natural environment, the existing legal and policy framework of environmental protection, and how business managers can think about managing their relationship with both the environment and the law.

  • LGST2450 - Bus, Law, & Democracy

    What is the relationship between business and democracy? Do institutions of free enterprise depend on democratic government-and vice versa? Do more democratic decision-making structure enhance efficient outcomes? What priniciples inform shareholder democracy? What is the relationship of business, democracy, and the rule of law? This course explores various dimensions of the relationship between business and democracy. Particular attention is given to legal structures that govern the relationship, but ethical considerations are examined as well.

  • LGST2990 - Seminar in Law & Society

    A study of the nature, functions, and limits of law as an agency of societal policy. Each semester an area of substantive law is studied for the purpose of examining the relationship between legal norms developed and developing in the area and societal problems and needs. Please see department for current offerings.

  • LGST6120 - Responsibility in Bus.

    This course introduces students to important ethical and legal challenges they will face as leaders in business. The course materials will be useful to students preparing for managerial positions that are likely to place them in advisory and/or agency roles owing duties to employers, clients, suppliers, and customers. Although coverage will vary depending on instructor, the focus of the course will be on developing skills in ethical and legal analyses that can assist managers as they make both individual-level and firm-level decisions about the responsible courses of action when duties, loyalties, rules, norms, and interests are in conflict. For example, the rules of insider trading may form the basis for lessons in some sections. Group assignments, role-plays, and case studies may, at the instructor's discretion, be used to help illustrate the basic theoretical frameworks. Course materials will highlight industry codes and professional norms, as well as the importance of personal and/or religious values.

  • LGST6130 - Bus, Soc Resp&Environmt

    This half-credit (.5 cu) course presents students with the opportunity to explore an alternative perspective to what some might consider the traditional or standard model of business. A starting point of the course is to ask whether business firms owe a “social responsibility” that includes, but goes beyond, maximizing profits. The course begins with overarching questions including to whom a business firm owes legal and ethical duties, how to balance or trade-off obligations owed to different stakeholders when they may conflict, and how to consider the distributional and other socially important implications of business decisions. Different sections of this course will examine questions about the responsibility of business toward a number of pressing environmental and social issues, including for example, climate change, fresh water availability, green marketing claims, democratic values, racial and gender diversity, human rights, poverty reduction, and global health issues such as access to medicine. These topics will be treated primarily through the lenses of law and ethics. Please consult individual instructors’ syllabi in the Wharton syllabus repository for further details on what will be covered in each individual section, and please note that topics change over time and in response to student and faculty interests. Finally, students should expect to prepare and present in groups to colleagues in classes on selected issues of business responsibility. This course fulfills the MBA Flex Core requirement in Legal Studies and Business Ethics.

  • LGST7990 - Seminar in Law & Society

    A study of the nature, functions, and limits of law as an agency of societal policy. Each semester an area of substantive law is studied for the purpose of examining the relationship between legal norms developed and developing in the area and societal problems and needs.

  • LGST8020 - Global Corp Law & Mgmt

    This course provides an introduction to the law of corporate management and finance. The course covers the roles of directors and managers under state corporate law and the federal securities laws. It also considers the rights and responsibilities of other major stakeholders, including shareholders, creditors, and employees. Particular attention is given to the law of mergers and acquisitions. Focus is on public corporations, but application of the law to venture firms is also discussed. Alternative organizational forms, such as LLCs, partnerships, and DAOs, are considered. Format: Socratic conversation and some lecture.

  • LGST8150 - Envt'l Mgmt Law & Pol

    This course provides an introduction to environmental management with a focus on law and policy as a basic framework. The primary aim of the course is to give students a deeper practical sense of the important relationship between business and the natural environment and to think critically about how best to manage this relationship.

  • LGST9410 - Business Enterprise

    What is a business firm? How did various forms of business, including the corporation, arise historically? How do contemporary economic and financial theories explain how business firms evolve, grow, and die? What are the legal underpinnings of the forms of business enterprise, ranging from sole proprietorships to partnerships to family-owned enterprises to multinational corporate groups? How do business firms relate to politics and government, as well as religion? What about the environment? This interdisciplinary course offers an introduction to pursuing answers to these questions. Students will gain perspective on the nature of business enterprises from different points of view that will be useful in further research, as well as having practical application. Ubiquitous economic concepts such as agency costs, principal-agent relationships, transaction costs, and influence costs will be studied. Different legal structures of firms will also be introduced, including new hybrid organizations such as benefit corporations, which seek to meld non-profit and profit objectives. In the course, we will read high-profile U.S. Supreme Court cases such as Citizens United and Hobby Lobby and debate appropriate boundaries (or not) between business and politics, as well as business and religion. Business ethics and the nature of any social responsibilities owed by business and business people will be topics too.

Awards and Honors

  • MBA Excellence in Teaching Award, 2021
  • Excellence in Teaching Award for MBA Elective Course, 2011

In the News

Knowledge at Wharton

Activity

Latest Research

Brian Berkey and Eric W. Orts (2021), The Climate Imperative for Business, California Management Review (Insights/Frontier).
All Research

In the News

Will California’s New Climate Disclosure Rules Set a Standard?

Wharton’s Eric Orts believes California’s new laws on climate disclosure, which are broader than rules proposed by the SEC, will survive legal challenges to become the norm.…Read More

Knowledge at Wharton - 10/17/2023
All News

Wharton Magazine

Can Companies Be Held Morally Responsible?

In a new book, two Wharton professors consider recent scandals and examine contrasting viewpoints on corporate ethics.  

Wharton Magazine - 10/11/2017