Carol Liao

Dr. Carol Liao is Associate Professor and Director of the Centre for Business Law at UBC Allard School of Law. She is also the UBC Sauder Distinguished Scholar of the Dhillon Centre for Business Ethics at the UBC Sauder School of Business, and Principal Co-Investigator of the Canada Climate Law Initiative. Her research focuses on corporate law and sustainability, climate governance, gender and racial justice. She is the recipient of the 2021 Influential Women in Business Award from Business in Vancouver, the 2022 Women of the Year Award (Equity and Inclusion Champion) from BCBusiness Magazine and was named as one of Canada's Top 100 Most Powerful Women by the Women's Executive Network.

Dr. Liao is the Principal Investigator of a SSHRC IG project studying the evolution of Canadian and international corporate legal principles from an environmental, social and economic sustainability lens. She is the editor of two 2022 books, Corporate Law and Sustainability from the Next Generation of Lawyers (McGill-Queen's University Press) and Innovating Business for Sustainability: Regulatory Approaches in the Anthropocene (with Drs. Beate Sjåfjell and Aikaterini Argyrou, Edward Elgar). She is also the editor of two forthcoming books, A Research Handbook on Sustainability and Corporate Accountability (specially commissioned, Edward Elgar) and Contemporary Theories on Corporate Law and Corporate Governance  (both with Dr. Beate Sjåfjell, University of Oslo). She has delivered over 150 invited talks around the world on sustainable business and has been cited over 75 times in news media on corporate governance, ESG and equity issues.

As Director of the Centre for Business Law, Dr. Liao leads an interdisciplinary research hub that also oversees two experiential learning programs at Allard Law, the RBS Business Law Clinic and NRF Corporate Counsel Externship. She is a member of two UBC research clusters: the Future Minerals Working Group and Decision Insights for Business & Society. She is a member of the Solicitors' Legal Opinions Committee of British Columbia. She is also a longtime member of the Themis International Network of Women Business Scholars, editorial board member of the International and Comparative Corporate Law Journal, and a past Bertram Scholar of the Institute of Corporate Directors.

Since 2016, Dr. Liao has provided workshops on anti-racism, equity, diversity and inclusion in leadership to corporate and non-profit boards with her industry partner, Shona McGlashan. She is on the advisory committee of the Federation of Asian Canadian Lawyers (FACL) BC and is featured in the FACL BC documentary But I Look Like a Lawyer (screened at the 26th Annual Vancouver Asian Film Festival). She was a member of the Employment Equity Working Group of the BC Human Rights Commission from 2021-2023. Dr. Liao was keynote speaker at the 43rd Annual Women in Law Dinner (transcript) and FACL BC 10th Anniversary Gala. She sits on the board of the Pacific Canada Heritage Centre - Museum of Migration Society, an anti-racist museum dedicated to broadening the collective memories of historically marginalized groups in the Pacific Northwest. She was on the organizing committee of the National Forum on Anti-Asian Racism and is a steering committee member of the new Centre for Asian Canadian Research Engagement (ACRE) at UBC.

Prior to UBC, Dr. Liao was a faculty member at the University of Victoria where she received the Law Students’ Society First Year Class Teaching Award. She was a finalist in the 2021 YWCA Women of Distinction Awards in Education, Training and Development. 

Prior to academia, Dr. Liao was a senior associate in the New York Mergers & Acquisitions Group of Shearman & Sterling LLP, 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.

• Business Organizations (LAW 459 / 506D)
• Corporate Social Responsibility and the Law (LAW 306D)
• Contract Law (LAW 211)
• Topics in Corporate Law (LAW 467D)

Centre for Business Law

• Business Law Clinic (Adjunct Professors: Ryan Black, Tyson Gratton and Maneesha Dakha)
  • Sponsored by Richards Buell Sutton LLP
• Corporate Counsel Externship (Adjunct Professor: Erika Tse)
  • Sponsored by Norton Rose Fulbright LLP
• Business Law Concentration 

Books

• Carol Liao, ed, Corporate Law and Sustainability from the Next Generation of Lawyers (McGill-Queen's University Press, 2022).

• Beate Sjåfjell, Carol Liao and Aikaterini Argyrou, eds, Innovating Business for Sustainability: Regulatory Approaches in the Anthropocene (Edward Elgar, 2022).

• Robert Yalden, Janis Sarra, Paul D. Paton, Mark Gillen, Mary Condon, Carol Liao, Michael Deturbide, Mohamed Khimji, Bradley Bryan and Gary Campo, Business Organizations: Practice, Theory, and Emerging Challenges, 2^nd ed (Emond, 2018).

Journal Articles and Book Chapters

• Carol Liao, "'The Next 10 Years': Keynote Address on the 10th Anniversary of the Federation of Asian Canadian Lawyers BC" (2023) UBC Law Review, forthcoming.

• Carol Liao, "An Anti-Racist Feminist Agenda for Sustainable Corporate Law" in Christopher Bruner and Marc Moore, eds, A Research Agenda for Corporate Law (Edward Elgar, forthcoming 2023).

• Carol Liao, "B Corporation, Benefit Corporation, and Neoliberal Greenwash: The Private American Branding Attempt to Globally Capture the Definition and Regulation of 'Good' Business" (2023) International Academy of Comparative Law, forthcoming. 

• Carol Liao, "The Questionable Rise of 'Good' Corporations and Hybrid Business Law: Theoretical Trappings, Methodological Challenges, and Transdisciplinary Futures" in Roseanne Russell, Beate Sjåfjell and Maja van der Velden, eds, Interdisciplinary Research for Sustainable Business: Perspectives of Women Business Scholars (Springer Nature, 2023).

• Carol Liao, "The Millennial Generation and the Post-Pandemic Future of Corporate Law and Sustainability" in Liao, ed, Corporate Law and Sustainability from the Next Generation of Lawyers (McGill-Queen's University Press, 2022).

• Carol Liao, Beate Sjåfjell and Aikaterini Argyrou, "Innovating Business for a Sustainable Post-Pandemic Future" in Sjåfjell, Liao and Argyrou, Innovating Business for Sustainability: Regulatory Approaches in the Anthropocene (Edward Elgar, 2022).

• Carol Liao, "Regulation by Litigation on the Path to Sustainable Corporations" in Sjåfjell, Liao and Argyrou, Innovating Business for Sustainability: Regulatory Approaches in the Anthropocene (Edward Elgar, 2022).

• Carol Liao, Beate Sjåfjell and Aikaterini Argyrou, "Corporate Law and Sustainability in a Reimagined Post-Pandemic World" in Sjåfjell, Liao and Argyrou, Innovating Business for Sustainability: Regulatory Approaches in the Anthropocene (Edward Elgar, 2022).

• Carol Liao, "Power, Gender, and Race in the Legal Profession" (2022) 34:1 Canadian Journal of Women and the Law 174.

• Carol Liao, “On Race and Academia in the Time of COVID-19” (2020) 25:4 Lex Electronica 120.

• Carol Liao, “Social Enterprise Law: Friend or Foe to Corporate Sustainability?” in Beate Sjåfjell and Christopher Bruner, eds, The Cambridge Handbook for Corporate Law, Corporate Governance and Sustainability (Cambridge University Press, 2019).

• Carol Liao, Elsir U. Tawfik and Pat Teichreb, “The Global Social Enterprise Lawmaking Phenomenon: State Initiatives on Purpose, Capital, and Taxation” (2019) 36 Windsor Yearbook of Access to Justice 86.

• Carol Liao, “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, 2018).

• Carol Liao, “Early Lessons in Social Enterprise Law” in Benjamin Means and Joseph W. Yockey, eds, The Cambridge Handbook for Social Enterprise Law (Cambridge University Press, 2018).

• Carol Liao, “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. 

• Carol Liao, “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).

• Carol Liao, “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).
  • A Korean language edition of the book was published in 2018; a Chinese language edition will be published in 2022.
  • See Ben Archer, Book Review of Company Law and Sustainability (2016) 36:2 Legal Studies 375, noting the book as "clearly one of the most comprehensive works on the topic to date" and Liao's chapter as "particularly excellent." 

• Anna Lund, Gail Henderson, Clayton Bangsund, Freya Kodar, Carol Liao and Shanthi Senthe, “Reconciliation in the Corporate Commercial Classroom” (2016) 2:1 Lakehead Law Review 49.

• Carol Liao, “A Canadian Model of Corporate Governance” (2014) 37:2 Dalhousie Law Journal 559.
  • Reprinted in Corporate and Financial Law: Interdisciplinary Approaches eJournal, James A. Fanto and Lawrence E. Mitchell, eds, Vol. 9, No. 60 (5 December 2013). 
  • Originally the 2013 Robert Bertram Award Report, Canadian Foundation for Governance Research (November 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.

• Carol Liao, “A Canadian Model of Corporate Governance: Where Do Shareholders Really Stand?” (Jan/Feb 2014) Director Journal of the Institute of Corporate Directors 36. 

• Carol Liao, “Disruptive Innovation and the Global Emergence of Hybrid Legal Structures” (April 2014) 11:2 European Company Law 67.

• Carol Liao, “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.
  • Reprinted in the Canadian Law eJournal, Anita Anand, ed, Vol. 9, No. 40 (13 June 2013). 

• Carol Liao, “Corporate Governance Reform for the 21st Century: A Critical Reassessment of the Shareholder Primacy Model” (2012) 43(2) Ottawa Law Review 187. 

• Carol Liao, “Designing Social Value Architecture for the For-Profit Company” (2012) 67 Canadian Review of Social Policy 85.

• Cristie Ford and Carol Liao, “Power Without Property, Still: Unger, Berle, and the Derivatives Revolution” 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. 

Opinion Editorials

• Carol Liao, "Lawyers Can't Ignore Climate Change," The Tyee, 15 June 2022. 

• Cary Wu, Abidin Kusno, Ann H. Kim, Carol Liao, Dennis Kao, Guida Man, Hae Yeon Choo, Jing Zhao, Min Zhou, Muyang Li, S. Harris Ali, Sibo Chen, Sida Liu, Weiguo Zhang, and Zhifan Luo, “As Asian Canadian Scholars, We Must #StopAsianHate by Fighting All Forms of Racism,” The Conversation, 15 April 2021.
  • Reprinted in National Post and University Affairs, 16 April 2021. 

• Carol Liao, “COVID-19 Has Shined a Spotlight on the Anti-Asian Racism That Has Always Existed in Canada,” CBC News, 16 May 2020.

• Carol Liao, “BC MLAs Should Recognize ‘Benefit Corporation’ is an American Branding Exercise,” The Globe and Mail, 21 October 2018.

• Carol Liao, “Why We #PressforProgress in Corporate Boardrooms,” The Globe and Mail, 7 March 2018.

For Dr. Liao's publications available on SSRN, go here.

Selected publications are also listed on the Law Library Faculty Research Publications Database