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Julian Velasco's "A Catholic Defense of Corporate Law and Practice"

As regular readers know, exploring the implications of Catholic social teaching for corporate law and governance is one of my principals areas of interest. I just read a wonderful contribution to that literature by Notre Dame Law Professor Julian Velsco. Here's the abstract:

In this essay, I provide a defense of corporate law and of pursuing a career therein from the perspective of Catholic teaching. I argue that Catholicism is not incompatible with the pursuit of wealth as such, but rather insists upon the appropriate use of wealth. I also argue that it is appropriate for corporate actors to pursue the interests of shareholders, provided that they do not break the law or otherwise sin in doing so. I also explain why I found transaction practice personally fulfilling.

Velasco, Julian, A Catholic Defense of Corporate Law and Practice (August 25, 2023). 38 Notre Dame J.L. Ethics & Pub. Pol’y ___ (Forthcoming), Available at SSRN: https://ssrn.com/abstract=4552281 

I was very flattered by footnote 114:

As for the actual benefits that flow from the use of the corporate form, I point the reader to the works of Michael Novak and Stephen Bainbridge in particular. See, e.g., MICHAEL NOVAK, TOWARD A THEOLOGY OF THE CORPORATION (AEI Press, rev. ed. 1990); Stephen M. Bainbridge, Community and Statism: A Conservative Contractarian Critique of Progressive Corporate Law Scholarship, 82 CORNELL L. REV. 856, 898-99 (1997); Stephen M. Bainbridge, In Defense of the Shareholder Wealth Maximization Norm: A Reply to Professor Green, 50 WASH. & LEE L. REV. 1423, 1446 (1994) (“That rule [i.e., the shareholder wealth maximization norm] has helped produce an economy that is dominated by public corporations, which in turn has produced the highest standard of living of any society in the history of the world.”). They have argued that the corporate form is not only morally acceptable, but positively beneficial. According to them, it has led to unprecedented levels of prosperity and the alleviation of incredible amounts of suffering. Their arguments, which I find generally persuasive, should help to destigmatize corporations and corporate law.

But I would strongly recommend readuing the paper even if he had left out that part. 

The Parable of the Talents

I'm giving a talk today on "The Law and Economics of the Parable of the Talents" at the University Catholic Center at UCLA Faculty/Staff Winter Quarter Gathering.

— Steve Bainbridge (@PrawfBainbridge) February 17, 2023

My talk on the Parable of the Talents is based on my chapter in Research Handbook on Fiduciary Law 97 (Edward Elgar Publishing; D. Gordon Smith & Andrew S. Gold eds. 2018) https://t.co/9JsW3985vn

— Steve Bainbridge (@PrawfBainbridge) February 17, 2023

I recorded a video of myself presenting this talk, which I posted to YouTube: A Law and Economics Analysis of the Parable of the Talents https://t.co/0ylI7cRmfb

— Steve Bainbridge (@PrawfBainbridge) February 17, 2023

Recalling Michael Novak

I read with interest Tim Busch's critique of integralism.

Busch calls on Catholics to once again embrace Michael Novak's approach as laid out 40 years ago in The Spirit of Democratic Capitalism, a book I also much love.

Shortly before he died, Novak revisited the questions of capitalism and democracy in The Spirit of Democratic Capitalism Thirty Years Later. It's a great pity he's not around to give us his thoughts on those questions in today's context.

As much as I admire Novak's The Spirit of Democratic Capitalism, however, it is his book Toward a Theology of the Corporation that has had the biggest influence on my thinking about corporate governance.

It was Michael Novak's books that piqued my interest in the 1990s about Catholic social thought, which in turned piqued my interest in Catholicism, which in turn led to me crossing the Tiber.

Twitter and Stakeholder Capitalism

Liz Dunshee observes that Twitter's CEO "emphasized that the board had to act in the best interest of the shareholders, and determined this offer was the best they could do. ... In his “Money Stuff” column yesterday, Matt Levine highlighted how this is a weird thing to hear after so much emphasis on stakeholder capitalism the past several years." It is a fundamental; thesis of my forthcoming book "The Profit Motive" that when push comes to shove the shareholder value maximization norm still trumps stakeholder capitalism.

Yours truly appeared in a program on ESG

Christianity and Market Regulation has been published, including an essay by yours truly on Christianity and Corporate Purpose

Cambridge University Press has released Christianity and Market Regulation: An Introduction, edited by Daniel A. Crane and Samuel Gregg. 

Historically, the Christian tradition has played an influential role in Western economic thought concerning the regulation of markets, but, with the fracturing of the Christian tradition following the Reformation, the decline of Christian influence in academia, and the increasing specialization of economic analysis, that influence has become increasingly opaque. This volume brings together an interdisciplinary team of prominent academic experts on market regulation from four different continents and various faith traditions to reconsider the impact of Christianity on market regulation. Drawing on law, economics, history, theology, philosophy, and political theory, the authors consider both general questions of market regulation and particular regulatory fields such as bankruptcy, corporate law, and antitrust from a Christian perspective.

My essay, Christianity and Corporate Purpose, is one of 10 essays in the book.

 

Guest Post: Russell Powell responds to my comments on his new paper Spirit of the Corporation

I am delighted that Russell Powell offered a guest post responding to my recent comments on his paper Spirit of the Corporation. His comments follow:

Thanks to Professor Bainbridge for taking an interest in and recommending my article “Spirit of the Corporation,” which was presented at the recent Berle Symposium (this year focused on religion and corporate law). His question, whether considering spirit as opposed to corporate culture does any significant work, is one that was raised at the symposium, and I acknowledge that the ideas are overlapping. I do not object to readers choosing to consider my formulation of corporate spirit a variation of corporate culture discourse. That said, in this work I am attempting to seriously engage theological traditions in their own contexts (Catholicism and broader Christianity, in particular). In my symposium presentation, I explained that I was attempting to use Rawlsian method regarding public discourse by presenting my private, religiously-based reasons along with parallel, secular reasons. Professor David Skeel appeared to take a similar approach with his very interesting paper “The Corporation as Trinity.”

I am comfortable with the range of definitions for spirit in the paper, but I do not focus on corporate culture explicitly. There is obviously a rich and diverse body of literature on corporate culture from a variety of fields over the past fifty years. Many of those descriptive and normative approaches would be consistent with my characterization of corporate spirit. However, I would argue that there are distinctions, even from a purely secular perspective. Definitionally, I am uncomfortable completely conflating spirit with culture. Is the spirit of the law (its essence or ideal) completely synonymous with legal culture or the culture of law? I think of corporate culture as the granular social facts that shape the tacit values, customs, traditions, and meanings within a particular business organization. In much of the business literature, there is an emphasis on internal mechanisms, policies and incentives, while legal scholars tend to emphasize the role of external rules. Corporate spirit might be considered a broader, inclusive category which focuses on the orientation of the entity toward particular goods, rather than the myriad mechanisms that contribute to that orientation. Although changing internal structures and external incentives can impact corporate culture, I wonder whether religious traditions that emphasize the need for internal transformation may contribute a helpful insight regarding the necessity for internal transformation as an important predicate for institutional reform.

Like Professor Bainbridge, I do not attribute to corporations a soul. From a Christian scriptural perspective, the soul may be distinguished from the spirit (e.g., I Thessalonians 5:23 and Hebrews 4:12). Though undoubtedly an oversimplification, I would argue from a Christian perspective that soul consists of mind, emotions, and will (aspects not easily attributable to institutions), while spirit reflects a person’s orientation toward the divine (or more generally, the good). Scholars of structural sin might identify a “spirit of violence” or a “spirit of joy” within a human institution. However, even in a Christian theological context, this does not mean that separate ethereal entities are created by human-institutional interactions, and that is not my contention. Furthermore, I am not arguing that there is something eternal about the spirit of Nike or McDonalds. Corporations wind up, sell their assets, are purchased or merged in ways that dissolve the entity or radically transform internal culture as well as their essential orientation toward particular goods. Think, for example, of the purchase of Whole Foods by Amazon and the macro and micro changes in management that followed.

My paper is not meant as an endorsement of any specific contemporary approach to corporate decisionmaking or purpose (though I note several); instead, it is primarily a reflection on Berle’s essay “Corporate Capitalism and the City of God,” wrestling with the question whether corporate managers ought to consider the common good along with or as part of their obligation to act in the best interests of the corporation. To that end, I wanted to bring theological perspectives to the discourse, and I am heartened that the piece has generated some fruitful cross-discipline interest and dialogue.

Yours truly will be a speaker on the Acton Institute University Panel on Corporate Social Responsibility June 23

See this discussion of the panel and my fellow panelists.

Recommended Reading: Russell Powell's new paper Spirit of the Corporation

I read with great interest Russell Powell's new paper Spirit of the Corporation (May 4, 2021). Seattle University Law Review, Vol. 44, No. 2, 2021, Available at SSRN: https://ssrn.com/abstract=3839820.

Abstract: Christian theologians have analyzed the productive and destructive qualities of institutions, sometimes attributing to them human virtues and vices. In City of God, Saint Augustine describes a utopian vision of human community within a Christian context as an alternative to the flawed “City of Man.” Contemporary theologians and sociologists have described collective structures of human behavior in institutions as having a kind of “spirit” analogous to the individual human “spirit.” Institutions are then assumed to take on an existence separate from the individuals within them, and in fact, the “spirit” of an institution influences the behavior of individuals. In The 20th Century Capitalist Revolution, Adolf A. Berle Jr. considers the tradition of religious utopianism and whether corporate capitalism has a spiritual character that impacts communities and individuals for good or ill and whether this might have implications for corporate managers. This Article provides a contemporary theoretical framework for Berle’s insight as a basis for considering its legal and ethical implications for corporate governance. It attempts to unpack contemporary understandings of spirit in order to provide a helpful working definition. It also considers the origins and essential traits of the modern business corporation in the United States, and discusses the question posed by Berle—whether corporations can or ought to have a sort of moral orientation. The Article ponders potential policy shifts that might tilt the orientation of the “spirit of the corporation” toward the common good and considers the limits of legal reform and the role of individuals and subgroups in changing corporate paradigms.

As longtime readers know, I am deeply skeptical of efforts to invest the corporation with a real personality or soul. My primary statement of this view is in my post Is the corporation an entity? With application to the SCOTUS. It elaborates on my favorite quote of all time, from Edward, First Baron Thurlow: "Did you ever expect a corporation to have a conscience, when it has no soul to be damned, and no body to be kicked?"

On close examination, however, it seems to me that what Professor Powell is really talking about is not some metaphysical spirit but rather what others might call corporate culture.

Powell states, for example, that "If the spirit of a corporation is formed in part by the institutions that support and constrain them (such as law), then legal change may result in a change in the essence of a corporation beyond isolated behaviors" (389). Compare that statement to these:

• "This corporate culture [of retaliating against whistleblowers] must change, and the law can lead the way." Carnero v. Boston Sci. Corp., 433 F.3d 1, 12 (1st Cir. 2006).
• "If we truly want to inspire long term changes in corporate culture, then we need to think carefully about how we might overhaul corporate and securities laws." Miriam H. Baer, Organizational Liability and the Tension Between Corporate and Criminal Law, 19 J.L. & Policy 1, 14 (2010).

Powell elsewhere quotes Walter Wink's observation that "the spirituality that we encounter in institutions is not always benign. It is just as likely to be pathological." (382) Compare that to:

• "This is not to deny that one might understand calamities like Enron in other ways. Clearly this was a pathological corporate culture ...." David A. Westbrook, Corporation Law After Enron: The Possibility of A Capitalist Reimagination, 92 Geo. L.J. 61, 127 (2003).

Interestingly, in Part V, Professor Powell shifts gears and discusses a number of case studies involving positive or negative corporate cultures using the word culture.

The question then is what do we gain by invoking the concept of a spirit? Powell's conclusion states:

There are strong theological arguments from a variety of traditions attributing a spiritual character to human institutions if not an individual spirit. A purely secular approach could conclude that such institutions have identifiable characteristics and cultures which, though created by human persons and other structures, take on an identity separate from those shaping them that may persist. I assert that both views may be identified as something we may understand as “spirit.”

Professor Powell deploys the concept of spirit to discuss a set of corporations whose "spirit" is oriented towards the common good and those who have a "negative impact" because their "essence has been 'corrupted.'"

I am--as most of you know--a big fan of law & religion scholarship. In this case, however, I'm not convinced invoking the concept of a corporate spirt does any useful work that could not be accomplished by invoking corporate cultures. 

Recommended Reading: Professors Mahoney on Institutional Investors and ESG

Mahoney, Paul G. and Mahoney, Julia D., The New Separation of Ownership and Control: Institutional Investors and ESG (March 22, 2021). Columbia Business Law Review, Forthcoming, Virginia Law and Economics Research Paper No. 2021-09, Virginia Public Law and Legal Theory Research Paper No. 2021-18, Available at SSRN: https://ssrn.com/abstract=3809914

Scholars and policy makers have long debated whether corporations should serve social purposes at the expense of shareholder wealth. The SEC has recently been drawn into the debate as it faces calls to mandate environmental, social, and governance (ESG) disclosures. This Article urges the SEC to proceed with caution. The adoption of ESG disclosure mandates in order to serve environmental or social goals is not well-aligned with the SEC’s stated mission of protecting Main Street investors and maintaining fair, orderly, and efficient markets. Accordingly, the SEC should decline to act absent a showing that ESG disclosures will serve the financial interests of the households for whom institutional investors are fiduciaries and whose retirement and other savings they manage.

What is the purpose of the corporation? Remarks at the UCLA Faculty Colloquium

What is the purpose of the corporation?

Is it, as Milton Friedman famously claimed, to increase its profits for the benefit of its shareholders? Or does a corporation have responsibilities to its non-shareholder stakeholders or even to the broader society?

This has been an active debate at least since the famous exchange between Adolf Berle and Merrick Dodd in the Harvard Law Review in the mid-1930s.

But the last few years have seen a resurgence in interest in this foundational question. We have seen:

• The emergence of ESG investing—which uses environmental, social, and corporate governance metrics as well as profit to choose companies. ESG investing has thus given greater rigor to traditional socially responsible investing. ESG funds now have over $17 trillion in assets under management, which is about a third of all professionally managed investments.
• The rise of Benefit Corporations, which are expressly authorized to make tradeoffs between profits and some chosen public benefit. Thirty-five states, including Delaware—which as you know is the most important state in corporate law—now authorize benefit corporations and it is estimated over 5,000 exist.
• Political attention has rarely been more intense. Both Senators Warren and Sanders included mandatory corporate responsibility ideas in their platforms. Senator Warren continues to push her proposed accountable corporation bill, which would mandate some socially responsible activities. The Biden administration is taking more of a piecemeal approach, such as the efforts by the new SEC to require more extensive corporate disclosures of climate change risk.
• All of which is pushing companies to begin moving voluntarily.

In August 2019, the Business Roundtable released a statement on the purpose of the corporation in which it made a major break from its longstanding position. Starting in 1997, the BRT had issued a series of statements positing that corporations exist principally to serve their shareholders. In its 2019 statement, however, the BRT announced that going forward its members would recognize that “we share a fundamental commitment to all of our stakeholders.” The 181 signing CEOs committed themselves to leading “their companies for the benefit of all stakeholders – customers, employees, suppliers, communities and shareholders.”

I’ve signed a contract with Cambridge University Press to write a book on these developments. I’ve been thinking about these issues for over 30 years—my third law review article was on so-called nonshareholder constituency statutes—so it will be an opportunity to review, reassess, and perhaps serve as a capstone to my work in this area.

In particular, I plan to devote a lot of research and thought to the question of why the BRT abandoned its prior position and embraced a much more ESG-friendly one.

So far, I’ve come up with five possibilities:

1. Some of the signatories are themselves social justice warriors. Salesforce.com CEO Marc Benioff, for example, famously promotes social activism.
2. The BRT leaders are responding to perceived consumer and labor demand.In particular, millennials apparently prefer to work for and purchase from companies that are perceived as socially and environmentally responsible. Accordingly, there is an increasingly widely held view in the business community that to attract Millennial and Generation Z workers and customers, companies must project an image as social justice activists. Nike’s embrace of Colin Kaepernick is but the most obvious example of this phenomenon.
3. The BRT may be trying to head off regulation by progressive politicians. With the mainstream of the Democratic Party seemingly moving in Warren’s direction on business and finance issues, the BRT’s members may have hoped that a voluntary—and perhaps intentionally ambiguous—embrace of corporate social responsibility platitudes would help them fend off more intrusive regulation.
4. 4. The BRT may be responding to pressure from a few very powerful investors, especially the big three institutional investors, have embraced social activism in support of progressive goals with respect to the funds they manage.
5. Some BRT members may crave a return to the days of imperial CEOS. Aside from a brief period in the 1980s, when the hostile takeover was viable, CEOs were virtual emperors for most of the last 100+ years. Over the last decade or two, however, shareholder activists have grown in number and power. Unlike the gadflies of old, the new activists—mainly hedge funds—have been all about shareholder return. We have seen repeated cases where hedge fund activism has forced out CEOs (and entire boards), resulted in massive changes in corporate strategy, and even led to companies being broken up. By embracing stakeholderism, the BRT leaders may hope to restore a measure of freedom.

I must confess to a certain degree of skepticism about how seriously we should take the BRT’s purported change of heart. Last fall, during the pandemic and shortly before the holiday season began, Marc Benioff announced that Salesforce was going to permanently layoff 1,000 of its 54,000-person. That announcement came one day after Salesforce announced record quarterly sales.

I don't think even Scrooge would have told his employees that in a few months down the road 2% of them would be fired, leaving them to twist slowly in the wind for months while worrying whether they'll be among those who get fired.

Obviously, I don’t expect to have the last word on a debate that has roiled law and business scholarship for approaching a century. The debate will continue. Probably forever. But I’m hoping to contribute.

In the Corporate Social Responsibility Debate, do Fiduciary Duties Matter?

An interesting new paper argues that the answer to the titular question is no:

This paper provides a crucial corrective to the “corporate social responsibility” debate, which concerns whether corporations have the obligation to protect or serve the interests of groups other than their shareholders, like employees or customers (often called “stakeholders”). Scholars on one side of the debate have repeatedly presumed that corporate directors’ fiduciary duties to shareholders play an important role in protecting shareholders from decisions that favor stakeholders at their expense. Scholars on the other side agree that fiduciary duties provide meaningful protection against unfavorable conduct, but argue that directors should also owe fiduciary duties to stakeholders so they may be similarly protected. I argue this shared premise is empirically mistaken: fiduciary duties in practice play almost no role in director decisions to favor one corporate group over another. I first explain that courts and scholars rarely note the difference between two distinct definitions of the duty of loyalty—one broad, one narrow—and argue that only the broader definition would allow this duty to have any impact on directors’ distribution of corporate resources. Under this narrow definition, fiduciary duties to shareholders prevent directors from acting in their own self-interest, but not from acting in the interests of stakeholders at shareholders' expense. I then argue that Delaware law enforces only the narrower definition of loyalty due to the triggering conditions of the judicial standards of review, which largely eliminates shareholders’ ability to protect themselves from directors’ decisions that favor stakeholders. Finally, given this is true for shareholders, I argue it would likewise be true for employees (or any stakeholders), were they to be owed fiduciary duties by directors. Because fiduciary duties do not protect against such unfavorable conduct, I conclude it is a mistake to debate to whom directors should owe fiduciary duties. Advocates for shareholder or stakeholder protection should therefore focus on other mechanisms to obtain it.

Povilonis, Jonathan, The Use and Misuse of Fiduciary Duties: Why Corporate Fiduciary Duties Aren’t Worth Fighting For (August 1, 2020). Available at SSRN: https://ssrn.com/abstract=3752756or http://dx.doi.org/10.2139/ssrn.3752756

I particularly liked the discussion at pp. 39ff of my argument that "while Delaware law does not strictly enforce the Exclusive Benefit norm in every case, this is merely 'an unintended consequence of the business judgment rule.'" This is a point that a lot of folks on the CSR/ESG side of the debate often overlook or fail to grasp. Mr. Povilonis acknowledges the argument and gives it a fair description, but then spins the perspective to examine "not what directors can do but what shareholders have the power to prevent them from doing." Where we differ, however, is highlighted by his argument that:

To be clear, I don’t dispute that the standard of conduct for Delaware directors is that they must act for the exclusive benefit of shareholders—that is, the broad principle of loyalty I have been calling Exclusive Benefit. My point is that the standard of review by which Delaware courts evaluate directors’ stakeholder-interested conduct is so deferential that it virtually eliminates shareholders’ ability to hold them to that standard by suing for breaches of fiduciary duty. ...

... under current Delaware law, this deference virtually eliminates shareholders' ability to prevent directors' apparent stakeholder-interested conduct by suing for breaches of fiduciary duty.

But the same deference is a feature of Delaware law with respect to virtually all board decisions, other than those few decisions subject to review under enhanced scrutiny or the duty of loyalty. That deference is a core part of the board-centric system of governance established by Delaware law. The business judgment rule thus functions as an abstention doctrine, which obliges courts to abstain from reviewing almost all director decisions whether motivated by concern for stakeholders or not. See Stephen M. Bainbridge, The Business Judgment Rule as Abstention Doctrine, 57 Vanderbilt Law Review 83 (2019), available at: https://scholarship.law.vanderbilt.edu/vlr/vol57/iss1/3. 

My point is that director decisions motivated by concern for stakeholders differ neither in kind nor degree from almost all other board decisions. Put another way, the fact that judicial "deference virtually eliminates shareholders' ability to prevent directors' apparent stakeholder-interested conduct by suing for breaches of fiduciary duty" is of far less interest than the fact that "deference virtually eliminates shareholders' ability to [hold directors accountable for their] conduct by suing for breaches of fiduciary duty"

Senator Warren Plus Business Roundtable Plus Vanguard, State Street, and Blackrock = Green Washing

1/ Very interesting paper by @AfraAfsharipour on #corporatesocialresponsibility #CSR https://t.co/L7LMqOAbi3 pic.twitter.com/4itRTRr1aT

— Steve Bainbridge (@PrawfBainbridge) January 21, 2021

2/ @AfraAfsharipour concludes "where politics and business are deeply intertwined, and where powerful controlling stockholders have an outsized role, stakeholderism may make little headway." Think about intersection of progressive politics and concentration of share ownership.

— Steve Bainbridge (@PrawfBainbridge) January 21, 2021

3/ In sum, crossing @BusinessTable @Vanguard_Group @blackrock @StateStreet with @SenWarren-style politics mainly results in green washing rather than socially "responsible" actions.

— Steve Bainbridge (@PrawfBainbridge) January 21, 2021

Woke capitalism is no capitalism at all

Andrew Abela, dean of the Busch School of Business at the Catholic University of America, in today's WSJ:

In practice, “woke capital” does little more than pay tribute to progressive causes through marketing and posturing. The problem for companies that play along is that the proponents of many progressive causes are hostile to free enterprise itself. The best that such companies can hope for is short-term appeasement. ...

Another problem with woke capitalism is that it simply doesn’t work. One of my students recently reviewed 30 cases of companies engaging in political activism. Twenty-seven generated a “negative outcome,” or backlash. This shouldn’t be surprising. The U.S. is sharply divided on political and social issues. There isn’t much upside for a company to take a stand on abortion, same-sex marriage or complex racial issues, especially when such themes are irrelevant to its business.

Embracing the Entire Gospel of Life

Jonathan Merritt writes:

The “pro-life” term was once a moral call to arms, but it’s now a mere political checkbox. Opposition to abortion is a non-negotiable for many conservatives, and a number of evangelical friends proudly admit to being “single-issue voters” who support only pro-life candidates. Other moral and political positions don’t factor into their decisions.

This faulty political ideology ignores, trivializes and even disregards dozens of issues of profound human consequence, such as police brutality, environmental degradation, state-sanctioned torture, unjust wars, alleviation of poverty and the mistreatment of minority groups.

Obviously, the Gospel of Life applies from natural conception to natural death. It means--as Democrats often ignore--protecting the unborn from abortion and the aged from euthanasia. But it also means--as Republicans often ignore--opposing the death penalty. As the American Solidarity Party platform stated, capital punishment should end because of its "disproportionate use against those with fewer legal resources, the impossibility of reversal, and the existence of alternative ways to ensure protection for the rest of society."

It also means looking for ways to protect the most vulnerable. Increasing the availability of affordable quality healthcare. Reducing homelessness. Criminal justice reform. Providing a social safety net. Adopting sensible immigration policies.

I disagree with Fr. James Martin on a lot of issues, but he was right when he said that "the problem with the term ‘pro-life’ is that it’s often used just to talk about the unborn, but pro-life means being pro-all lives, not just pro-some lives, because all lives are sacred.”

It is right and proper that those of us who are conservative pro-lifers have disagreements with our liberal friends about how to operationalize what the Church calls the preferential option for the poor. It is especially right and proper that we stand in opposition to those of our liberal friends who support abortion rights. It is not right and proper, however, that we limit our concern to the unborn. We need to be actively engaged in both the private and public squares in seeking solutions.