DeMott discusses the fit between agency doctrine and the ability of organizations to obey or disregard the law. The opinion in "In re Caremark International Inc. Derivative Litigation" is central to DeMott's analysis.
Deborah A. DeMott,
Organizational Incentives to Care About the Law,
60 Law and Contemporary Problems
Available at: http://scholarship.law.duke.edu/lcp/vol60/iss4/2