In This Review

Capital Offenses: Business Crime and Punishment in America’s Corporate Age
Capital Offenses: Business Crime and Punishment in America’s Corporate Age
By Samuel W. Buell
Norton, 2016, 320 pp

Many Americans were frustrated by the fact that few bankers and financiers were charged with criminal activity following the calamitous financial crisis of 2007–8. Buell, who previously helped investigate and prosecute the Enron case, skillfully explains the conundrums of applying criminal law to corporations and their officers. The standards of proof for a guilty verdict in U.S. criminal law are demanding, and the modern corporation, although a great engine of growth, also represents an ingenious contrivance for avoiding liability and even responsibility. Corporate employees can be criminally prosecuted for harmfully deceiving others but cannot be held legally responsible for bad business judgment. Buell urges a rethinking of the modern corporation, suggesting, among other things, that the United States should federalize the process of incorporation (to prevent states from competing for business by offering lax regulatory regimes) and that the “duty of care” required of corporate management, directors, and shareholders should be extended to other significant stakeholders. Buell focuses on U.S. law and the American economy, but his insights apply to other democracies as well.