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Codifying Command: Integrating AI into Corporate Boards
No full textCorporate law in the United States requires that boards of directors be composed of human individuals, prohibiting artificial intelligence (AI) from serving in a directorial role. Statutes such as Delaware General Corporation Law §141(b) mandate that directors be natural persons, while fiduciary duty doctrines, liability structures, and regulatory frameworks presuppose human oversight and accountability. This paper argues that such legal constraints are increasingly outdated and should be reformed to permit AI to serve as a board member, alongside natural persons, with full decisionmaking authority. As AI systems become more capable of complex, datadriven reasoning, corporations should not be barred from incorporating them into governance. The paper examines several legal pathways for integrating AI into board structures, including the Power of Attorney model, the use of corporate entity “wrappers,” and bylaw amendments delegating decision-making authority to AI. These mechanisms offer short-term solutions within existing legal frameworks while demonstrating the feasibility of more expansive reform. Case studies of companies currently deploying AI in advisory roles illustrate the practical utility and legal limitations of AI governance under current law. While statutory barriers currently confine AI to non-voting functions, the proposed hybrid models offer viable near-term approaches. Ultimately, this paper contends that corporate law must evolve to recognize AI not as a substitute for human directors, but as a complementary participant whose analytical capabilities can enhance board performance, promote transparency, and strengthen strategic oversight in modern corporate governance
The Case for a Moratorium on Deep-Sea Mining: The International Seabed Authority, Indigenous Rights, and Marine Ecosystems in the Eastern Pacific
No full textThe rising interest in deep-sea commercial exploitation has sparked a powerful debate over the environmental and social justice implications of mining the ocean’s depths for valuable minerals. Deep-sea mining targets polymetallic nodules found on the seabed, containing metals critical for green technologies like electric vehicles and solar cells. The Clarion-Clipperton Zone (“CCZ”) in the eastern Pacific is estimated to hold more nickel, manganese, and cobalt than all terrestrial resources combined. As one of the last largely untouched ecosystems, deep-sea mining in the CCZ raises significant concerns about the irreversible harm to its biodiversity and the disruption to Indigenous communities reliant on intact marine environments.
Part I examines the environmental and social dimensions of deep-sea mining, emphasizing its dual role in supporting the clean energy transition and threatening deep-sea ecosystems and Indigenous livelihoods. It discusses the ecological risks, including biodiversity loss ecosystem disruptions, and the downstream impacts on coastal communities.
Part II reviews the governing legal frameworks for deep-sea mining, including the 1982 United Nations Conventions on the Law of the Sea and the International Seabed Authority. While these frameworks provide some safeguards, they also reveal critical gaps in transparency, enforcement, and Indigenous representation. Additionally, the article examines the Biodiversity Beyond National Jurisdiction Agreement and its potential to strengthen international collaboration and environmental protections in areas beyond national jurisdiction. The article also evaluates other international frameworks, such as the United Nations Declaration on the Rights of Indigenous Peoples, and the Indigenous and Tribal Peoples Convention, highlighting their contributions to safeguarding Indigenous rights in the context of deep-sea mining
Part III advocates for a phased moratorium on deep-sea mining, grounded in the precautionary principle, to address scientific uncertainties, potential ecological harm, and social inequities. It highlights alternatives to deep-sea mining, such as advances in battery technology, land-based mining, and recycling, which challenge the necessity of seabed exploitation for the clean energy transition. The article also addresses critiques of a ban, advocating for a robust governance reform if a moratorium is not implemented.
This article argues that a phased moratorium offers a responsible path forward, allowing time to strengthen legal frameworks, advance alternative solutions, and ensure inclusive and equitable governance. Protecting the Earth’s last frontier while advancing the clean energy transition requires prioritizing marine biodiversity, as well as environmental and Indigenous rights protections
Retrenchment, Segregation, and Public Education: A Five-Year Analysis of State Exclusionary School Discipline Legislation
No full textNotwithstanding the decision in Brown v. Board of Education formally ending educational segregation and more than two decades of state reform, the legislative landscape protecting minoritized children from the structural violence of exclusionary school discipline has dramatically shifted in less than five years. From the passage of state “Teacher’s Bills of Rights” to mandatory expulsions, rescissions of prior protections, and new categories of removal, a retrenchment of anti-inclusion legislation—and its corollary, educational carcerality— has occurred. While studies of other forms of legislative retrenchment in K–12 public schools, such as anti-Critical Race Theory and Don’t Say Gay laws, literacy bans, and anti-transgender measures, have drawn sharp attention to the purpose and functionality of such laws to erase, exclude, and punish children, unaccounted for within this literature is the simultaneity of new bills that physically segregate children from their public school classrooms and communities. This Article addresses that gap and introduces the first systematic review of regressive state exclusionary school discipline bills proposed from 2020 to 2025. Results of the study include aggregated and disaggregated analyses of fifty-six bills across twenty-four states and reveal a substantial rise in exclusionary school discipline, producing a net result of heightened risk for punishment and structural violence against children as early as age five
The Merit Systems Protection Board and Removal Doctrine in the Second Trump Administration
No full textIn a federal civil service of millions, a means of adjudicating internal employment disputes objectively and efficiently is integral to the continued confidence of the federal workforce.1 This is the role occupied by the U.S. Merit Systems Protection Board.2 On February 10, 2025, President Trump fired MSPB Chairman Cathy Harris without citing any reason, in direct violation of the good cause standard needed to remove an MSPB Board member. 3 President Trump’s unjustified firing of Chairman Harris reopens the ongoing assault on removal doctrine, but this note argues that the structure of the MSPB is constitutional under current removal doctrine. The exceptions to Seila Law’s general rule of unfettered presidential removal power allow for statutory removal restrictions on both MSPB Board Members and MSPB AJs. PCAOB’s presumption against dual layers of removal protection should not be read to automatically override this conclusion. If the Court wishes to dismantle the federal civil service, it must confront directly the difficult issues such an action would raise. It should not do so through the back door by dismantling the lynchpin of the civil service. This note examines the role of the MSPB, the current threats against it, the current state of removal protections, why the threats to the MSPB are also threats to our system of government and the field of removal protections, and why the MSPB fits within the narrow exceptions laid out in Seila Law
