UBC Sauder Distinguished Scholar
B.A. (Honours) (Queen’s); LL.B. (UBC); LL.M. (UBC); Ph.D./S.J.D. (Joint Degree) (UBC/Toronto)
Dr. Carol Liao is an Assistant Professor at the Allard School of Law and the UBC Sauder Distinguished Scholar of the Dhillon Centre for Business Ethics at the UBC Sauder School of Business. Prior to joining Allard, Dr. Liao was an Assistant Professor at the University of Victoria Faculty of Law, where she received the 2016 Law Students’ Society First Year Class Teaching Award. Her research focuses on business law, corporate governance, corporate sustainability, law and economics, social enterprise law, and business ethics.
Dr. Liao is a co-author of Business Organizations: Practice, Theory, and Emerging Challenges, 2nd ed. (with R. Yalden et al) (Emond), and a contributing author to a number of ground-breaking new books in business law, all forthcoming 2018: The Cambridge Handbook for Corporate Law, Corporate Governance, and Sustainability; The Cambridge Handbook for Social Enterprise Law; and Creating Corporate Sustainability: Gender as an Agent for Change. Her article, A Canadian Model of Corporate Governance, was distributed by the Institute of Corporate Directors to over 7,500 directors during a critical regulatory reform period in Canada, was cited in the Financial Post and the Director Journal, and appears in course syllabi across the country. In 2018, she will be co-editing a collection on sustainable business models with Dr. Beate Sjåfjell of the University of Oslo.
Dr. Liao is the recipient of numerous awards including the Robert Bertram Award issued by the Canadian Foundation for Governance Research and SSHRC Doctoral Fellowship. She is an advisor to The Philippe Kirsch Institute of the Canadian Centre for International Justice and a steering committee member of the Daughters of Themis: International Network of Female Business Scholars. She is also a board director of the Pacific Legal Education and Outreach Society (PLEO), which spearheads two initiatives focused on access to justice: Law for Nonprofits and Artists’ Legal Outreach.
Prior to academia, Dr. Liao was a senior associate in the New York Mergers & Acquisitions Group of Shearman & Sterling LLP, a global law firm, where she represented public and private multinational corporations in a variety of transactional and governance matters. On behalf of the firm, she also served as a legal researcher for the Office of the Prosecutor on location at the United Nations International Criminal Tribunal of Rwanda, and was featured in the New York Law Journal for her pro bono asylum work. She is a former judicial clerk of the BC Court of Appeal.
Representative Published Works
- “Early Lessons in Social Enterprise Law” in Benjamin Means & Joseph W. Yockey, eds., The Cambridge Handbook for Social Enterprise Law (Cambridge University Press, forthcoming 2018).
- “Power and the Gender Imperative in Corporate Law” in Beate Sjåfjell and Irene Lynch Fannon, eds., Creating Corporate Sustainability: Gender as an Agent for Change (Cambridge University Press, forthcoming 2018).
- See “Why We #PressforProgress in Corporate Boardrooms,” Report on Business op-ed in The Globe and Mail, 7 March 2018.
- Business Organizations: Practice, Theory, and Emerging Challenges, 2nd ed. (with Robert Yalden, Janis Sarra, Paul D. Paton, Mark Gillen, Mary Condon, Mohamed Khimji, Michael Deturbide, Bradley Bryan, and Gary Campo) (Emond, 2018).
- “Social Enterprises” in Yalden et. al., Business Organizations: Practice, Theory, and Emerging Challenges, 2nd ed. (Emond, 2018) 515-588.
- “A Critical Canadian Perspective on the Benefit Corporation,” in the Special Symposium Edition “The Benefit Corporation and the Firm Commitment Universe” (2017) 40:2 Seattle University Law Review 683-716.
- “The Changing Face of the Non-Profit Sector: Social Enterprise Legislation in British Columbia” in Nick Mulé and Gloria DeSantis, eds., The Shifting Terrain: Nonprofit Policy Advocacy in Canada (McGill-Queen’s University Press, 2017).
- “Reconciliation in the Corporate Commercial Classroom” (with Anna Lund, Gail Henderson, Clayton Bangsund, Freya Kodar, and Shanthi Senthe) (2016) 2:1 Lakehead Law Review 49-63.
- “Limits to Corporate Reform and Alternative Legal Structures” in Beate Sjåfjell and Benjamin Richardson, eds., Company Law and Sustainability: Legal Barriers and Opportunities (Cambridge University Press, 2015) 274-311. A Korean language edition of the book will be published in 2018.
- See Ben Archer, Book Review of Company Law and Sustainability (2016) 36:2 Legal Studies 375-393, noting the book as "clearly one of the most comprehensive works on the topic to date" and Liao's chapter as "particularly excellent."
- “Feminism at the Crossroads” in Lorena M. Gajardo and Jamie Ryckman, eds., Becoming Feminists, 2nd ed. (Toronto: Inanna Publications and Education Inc., forthcoming 2017).
- “A Canadian Model of Corporate Governance” (2014) 37:2 Dalhousie Law Journal 559-600. Originally the 2013 Robert Bertram Award Report, Canadian Foundation for Governance Research (November 2013); reprinted in Corporate and Financial Law: Interdisciplinary Approaches eJournal, James A. Fanto and Lawrence E. Mitchell, eds., Vol. 9, No. 60 (5 December 2013). Ranked first on the list of All Time Top Papers in the Corporate Governance Network’s eLibrary on Canada by the Social Science Research Network.
- “A Canadian Model of Corporate Governance: Where Do Shareholders Really Stand?” (January/February 2014) Director Journal of the Institute of Corporate Directors 36-38.
- “Disruptive Innovation and the Global Emergence of Hybrid Legal Structures” (April 2014) 11:2 European Company Law 67-70; University of Oslo Faculty of Law Research Paper No. 2014-16.
- “The Next Stage of CSR for Canada: Transformational Corporate Governance, Hybrid Legal Structures, and the Growth of Social Enterprise” (2013) 9 McGill Journal of Sustainable Development Law 53-85. Reprinted in the Canadian Law eJournal, Anita Anand, ed., Vol. 9, No. 40 (13 June 2013).
- “Corporate Governance Reform for the 21st Century: A Critical Reassessment of the Shareholder Primacy Model” (2012) 43(2) Ottawa Law Review 187-232.
- “Designing Social Value Architecture for the For-Profit Company” (2012) 67 Canadian Review of Social Policy 85-88.
- “Power Without Property, Still: Unger, Berle, and the Derivatives Revolution” (with Cristie Ford) in the Special Symposium Edition “In Berle’s Footsteps” marking the launch of the Adolf A. Berle, Jr. Center on Corporations, Law and Society (2010) 33 Seattle University Law Review 889-929.
For Dr. Liao's publications available on SSRN, go here.
Selected publications are also listed on the Law Library Faculty Research Publications Database