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Corporate diversity has been in the spotlight for decades. Recent efforts have followed years of legal scholarship, arguments on the business rationale for greater diversity, and, more recently, the racial unrest during the summer of 2020. Called by some, a “racial reckoning,” the summer of 2020 catalyzed many corporate declarations on the importance of diversity, and more to the point of this article, the necessity of righting the economic disadvantages of Black Americans.
This article looks specifically at one intervention by a corporate player following summer 2020, Nasdaq’s volley to
increase corporate diversity through required disclosure. This article reviews the state of Black representation on corporate boards: its history, proffered challenges and barriers, and calls to increase Black representation. Following a description of Nasdaq’s efforts, this article argues that disclosure of board demographics will be a powerful tool for increasing the ranks of Black corporate directors because of an important constituency, Millennials.
The diversity, capital, social views, and ideas on corporate purpose shared by Millennials and their younger peers mean diversity disclosures can have material impact. This is important because diversifying the nation’s corporations can play a role in alleviating the centuries of economic exclusion meted out against Black Americans. This article is the first to connect the effectiveness of diversity disclosures on Black corporate representation with Millennials’ expanding investment activity. This confluence of factors makes Nasdaq’s disclosure rule an important model for others invested in diversity in the wake of recent U.S. Supreme Court jurisprudence.
Chaz D. Brooks *
* Assistant Professor of Law, American University Washington College of Law, LL.M, Georgetown University Law Center; J.D., Georgetown University Law Center; M.S. in Finance, University of Tampa, B.S., University of Tennessee. I thank Afra Afsharipour, Carliss Chapman, Mitch Crusto, Lisa Fairfax, Donald P. Harris, Julian Hill, Donald Langevoort, Alicia Plerhoples, Rima Sirota, Martin W. Sybblis, Robin West, and participants of the Georgetown Law Fellows’ Collaborative Workshop, John Mercer Langston Workshop, and the National Business Law Scholars Conference for their support and valuable comments on earlier drafts. Thanks also to Vincent Alfieri, DyTiesha Dunson, and Ayobami Omolana for excellent research support.