Corporate Overcriminalization in the U.S.

A robust literature has described overcriminalization as the steady agglomeration of superfluous and vague federal criminal laws. Nowhere is this effect more readily visible than the corporate sphere, where an unprecedented and growing number of regulatory crimes expose firms to staggering liabilities. This Article examines the overcriminalization problem in the context of criminal law and disaggregates "overcriminalization" into two distinct forces: legal expansion and legal ossification. While the conventional political economy narrative surrounding the legal expansion portion of overcriminalization is well-explored and persuasive, scholars have devoted little economic analysis to adverse economic incentives arising from the simple retention of superfluous criminal laws. This Article identifies several specific undesirable wealth transfers arising solely from the retention of corporate criminal laws before focusing on some of the broader social costs arising from corporate overcriminalization.