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Foreword: In Berle’S Footsteps, Charles R.T. O'Kelley

Seattle University Law Review

On the weekend of November 6–8, 2009, scholars from around the world gathered in Seattle for a symposium—In Berle’s Footsteps—celebrating the launch of the Adolf A. Berle, Jr. Center on Corporations, Law and Society. As founding director of the Berle Center, I described our undertaking: “It is with a profound sense of obligation to the legacy that has been entrusted to my care, that I announce the launching of the Adolf A. Berle, Jr. Center on Corporations, Law and Society. It is a privilege to follow in Berle’s footsteps.”

Opening Remarks, Chancellor William B. Chandler Iii

Seattle University Law Review

Law is, in many ways, a backwards-looking field. We litigate over facts that have already occurred, challenge deals that have already been signed, and apply rules of decision based on previously-established precedent or statutes already enacted. To the extent that this Center and the symposium reflect on Berle’s work, they too are an exercise in looking back. Indeed, some might say the establishment of a Center named in Berle’s honor is a monument to the past.

Revisiting Berle And Rethinking The Corporate Structure, Kelli A. Alces

Seattle University Law Review

Adolf Berle and Gardiner Means painted what remains a defining portrait of corporate law. The separation of ownership and control they described and the agency costs it causes are still a central concern of the law of corporate governance. For that reason, Berle’s work is relevant nearly eighty years after its publication. Seemingly forgotten, however, is that Berle’s enduring description of the corporate structure was published before most of today’s corporate law was in place. His work preceded the Securities Act of 1933 and the Securities Exchange Act of 1934 and even preceded the dominance of Delaware common law in …

Power Without Property, Still: Unger, Berle, And The Derivatives Revolution, Cristie Ford, Carol Liao

Seattle University Law Review

We are in a time when the notion of property is in flux. The derivatives revolution has shattered the “atom of property” well beyond what was originally imagined in 1932 by Adolf Berle and Gardiner Means. This disaggregation has had fascinating, and often adverse, effects on corporate law and securities regulation. Moreover, the phenomenon has had the unexpected effect of permitting some parties that already possess considerable social, economic, and political power to accumulate even more.

The New Financial Assets: Separating Ownership From Control, Tamar Frankel

Seattle University Law Review

In The Modern Corporation and Private Property, Adolf A. Berle and Gardiner Means wrote about the separation of ownership from control in corporations. They noted that the interests of the controlling directors and managers can diverge from those of the shareholder owners of the firm. . . . There are those who consider such a decoupling beneficial. Others express the same concern that Berle and Means have expressed. And depending on what one focuses on in viewing the pluses and minuses of these separations, one could reach different conclusions. I reach a number of conclusions. First, the separation of …

Then And Now: Professor Berle And The Unpredictable Shareholder, Jennifer G. Hill

Seattle University Law Review

Shareholders, and the relationship between shareholders and management, lay at the heart of Professor Berle’s scholarship. The goal of this Article is to compare the image of shareholders emerging from The Modern Corporation and Private Property and the Berle/Dodd debate with a range of contemporary visions of the shareholder that underpin some international regulatory responses to recent financial debacles, from Enron to the current global financial crisis. As the Article dis- cusses, these recent developments in the era of financial crises have prompted a reevaluation of the traditional image of the shareholder—and the role of the shareholder in the modern …

Berle And The Entrepreneur, Charles R.T. O'Kelley

Seattle University Law Review

In the first and last four chapters (“the Five Chapters”) of The Modern Corporation and Private Property, Adolf Berle, Jr. describes in sweeping terms a fundamental transformation of the American economy. . . . Writing more than ten years before Berle, another seminal scholar, Frank Knight . . . developed a theory of the entrepreneur as part of his larger effort to more carefully explain the theoretical underpinnings of a free-market economy. . . . Given Knight’s prominence and the fact that Knight apparently reached dramatically different conclusions than did Berle concerning the consequences flowing from separation of ownership …

The Birth Of Corporate Governance, Harwell Wells

Seattle University Law Review

Part I of this Article briefly examines the concept of “corporate governance” and argues for dating the concept’s origins to the debates of the 1920s. Part II then moves on to examine early scholarly and popular discussions of the separation of ownership and control. After surveying the historical developments that produced the recognizably modern corporate economy around the turn of the century, it examines early scholarly and popular discussions of the separation of ownership and control, focusing on three major thinkers, Louis D. Brandeis, Walter Lippmann, and Thorstein Veblen. It argues that, while each of these authors examined the separation …

Implementation Of The Dit-Achiev Model For Sustainable Tourism Destination Management: Killarney, Ireland, A Case Study, Kevin Griffin, Maeve Morrissey, Sheila Flanagan

Conference papers

The DIT-ACHIEV Model is a model of sustainable tourism indicators developed in a previous research project undertaken by the School of Hospitality Management and Tourism, Dublin Institute of Technology. The indicators represent six fields of interest – Administration, Community, Heritage, Infrastructure, Enterprise and Visitor (Flanagan et al, 2007). This current research addresses the implementation of the DIT- ACHIEV model in an Irish tourism destination, with the objective to assess whether it can be implemented by the local community in any tourism destination.

The methodology used to implement the model is based on recommendations by Goodey (1995) and Denman (2006). Goodey …

Social Sustainability And Ecotourism: Rethinking Development For Social And Environmental Well-Being In The Caribbean, Veronica Dujon

Sociology Faculty Publications and Presentations

Many countries in the Caribbean are exploring ecotourism, alongside mass tourism, as a development strategy in the period following the collapse of export crop industries. Ecotourism as a strategy for economic development has produced mixed, if not disappointing, outcomes for the lives of the majority of people where it has been attempted (Honey 1999; Sinclair 1998). This article makes the argument that successful pursuit of ecotourism to promote integrated economic and social development can be enhanced when there is potential for the adverse impacts of tourism to be mitigated by the presence of certain structural domestic conditions. Using evidence from …

Monitoring To Reduce Agency Costs: Examining The Behavior Of Independent And Non-Independent Boards, Anita Anand, Frank Milne, Lynnette Purda

Seattle University Law Review

Berle and Means’s analysis of the corporation—in particular, their view that those in control are not the owners of the corporation—raises questions about actions that corporations take to counter concerns regarding management’s influence. What mechanisms, if any, do corporations implement to balance the distribution of power in the corporation? To address this question, we analyze boards of directors’ propensity to voluntarily adopt recommended corporate governance practices. Because board independence is one way to enhance shareholders’ ability to monitor management, we probe whether firms with independent boards of directors (which we define as boards with either an independent chair or a …

Ua1e Wku Memorabilia Collection, Wku Archives

WKU Archives Collection Inventories

Memorabilia has been donated by and collected from various sources. Many of the earliest artifacts have come into the WKU Archives with no surviving documentation. This record group has not been completely described, and will be added to as more artifacts and items make their way into the WKU Archives. Most of the items in the collection are for exhibit purposes only. Images may be requested from the WKU Archivist. Items may be pulled for researchers by prior appointment.

Citizenship In The Humanities And Social Sciences: A Selective Bibliography, 2000-2009, Wayne State University School Of Library And Information Science, Winter 2010 Lis 7160, James E. Van Loon, H.G.B. Anghelescu

School of Information Sciences Faculty Research Publications

Citizenship in the Humanities and Social Sciences is a selective bibliography consisting of citations to works published during the years 2000-2009 on citizenship-related topics in the humanities and social sciences. Primarily consisting of books/chapters and scholarly journal articles, the bibliography also includes other materials (case studies, reports, dissertations, and working papers) for which scholarship, authority and relevance have been established. Most cited works are published in the English language, although articles published in other languages using a Latin alphabet are also included. Citations were retrieved during January-March 2010 from a variety of aggregated databases accessed through the Wayne State University …

Social Entrepreneurs As Drivers Of Destinations, Ziene Mottiar

Conference papers

No abstract provided.

Site Value Tax, Tom Dunne

Articles

Tom Dunne discusses some of the issues surrounding property taxation in Ireland

Securities Intermediaries And The Separation Of Ownership From Control, Jill E. Fisch

Seattle University Law Review

The Modern Corporation & Private Property is a paradigm-shifting analysis of the modern corporation. The book is perhaps best known for the insights of Berle and Means about the separation of ownership from control and the consequences of that separation for the allocation of power within the corporation. The Berle and Means story focuses on the shareholder as the owner of the corporation. Berle and Means saw the mechanism of centralized management—in which the shareholder retains the economic interest but not the control rights associated with ownership—as threatening the conception of shareholder interests in terms of property rights. In particular, …

The Modern Corporation As Social Construction, Mark S. Mizruchi, Daniel Hirschman

Seattle University Law Review

Classic works, Mark Mizruchi and Lisa Fein argued, share a particular fate. Authors often cite classic works without reading them—or without reading them carefully. . . . Yet perhaps no single work fits the above description better than one of the most important books on the large corporation ever published: Adolf Berle and Gardiner Means’s The Modern Corporation and Private Property. One can speculate that few works in the social sciences have been as often cited and as little read. As a consequence, we would expect The Modern Corporation to be a good candidate for either selective interpretation or …

Domesticating The Diaspora: Memory And The Life Of Sister Katie, Caroline Waldron Merithew

History Faculty Publications

Three shrines in Illinois honor heroes of the working class: one for the legendary Mother Jones; one for the Virden martyrs, who died for coal mining unionism, and whose memory is kept alive by labor organizers around the world; and one for Catherine (Katie) Bianco DeRorre. Katie's monument, unlike the others, draws few visitors today. But when it was dedicated in 1961, men and women — on the floor of the U.S. Congress, in the neighborhood where Katie grew up, at American universities, in union halls, on the streets of New York City, and in Milan — took notice and …

Preventing Security Breaches In Business, Pearl Jacobs, Linda Schain

Criminal Justice Faculty Publications

Technological advancements are constantly changing the world we live in. These advancements are not only changing how we work but also the security of our workplace. High level white collar crime is rapidly becoming a fact of corporate life. Businesses want to avoid becoming victims of these white collar criminals so they attempt to institute controls on all aspects of their operations. These controls are far from 100% effective. Businesses need to take a different approach to the prevention of white collar crime. Perhaps more effective prevention programs can be developed by exploring the various theories of crime causation and …

Role Of The Corporate Sector In Promoting Family Health In Uttar Pradesh: Implications For Behavior Change Communication, Population Council

Reproductive Health

The Confederation of Indian Industry, a partner in the Population Council–led Consortium, took the lead to explore a) the role of the corporate sector in family health in Uttar Pradesh, India; b) the possibility of partnering with this sector to design, leverage, and implement a behavior change communication (BCC) strategy; and c) the support and assistance the sector would require to ensure better planning and implementation of their corporate social responsibility (CSR) activities. Based on the findings, this policy brief identified the following, with implications for BCC strategy: corporate partnerships have the potential to scale up initiatives; companies can leverage …

Corporate Power In The Public Eye: Reassessing The Implications Of Berle’S Public Consensus Theory, Marc T. Moore, Antoine Rebérioux

Seattle University Law Review

We analyze Berle’s overall corporate governance project in accordance with what we see as its four core sub-themes: (A) the limitations of external market forces as a constraint on managerial decision-making power; (B) the desirability of internal (corporate) over external (market) actors in allocating corporate capital; (C) civil society and the public consensus as a continuous informal check on managerial decision-making power; and (D) shareholder democracy (as opposed to shareholder primacy or shareholder wealth maximization) as a socially instrumental institution. We seek to debunk the popular misconception that Berle’s early work was a defense of the orthodox shareholder primacy paradigm …

A Valuation Of U.S. Not-For-Profit Summer Camps With A Comparison Of Two Members Of The Association Of Hole In The Wall Camps, Kristine N. Staley

CMC Senior Theses

Despite their prevalence throughout the United States, summer camps are rarely considered as businesses or high-functioning not-for-profit entities. This paper explores the camping industry with a focus on not-for-profit camps. It adapts typical not-for-profit efficiency metrics to camps in order to demonstrate that powerful missions are not always enough to keep not-for-profits in operation. The paper examines two members of the Association of Hole in the Wall Camps which serve children with serious and life-threatening illnesses. Ultimately, this paper is a tool for donors to observe how organizational performance is a crucial factor when donating to organizations with similar mission.

Clean, Green, And Not So Mean: Can Business Save The World?, Andy Spackman, Celia Ross, Christy Donaldson, Louise Feldman, Patrick Griffis, Elizabeth Stephan, Laurie Bridges, Baseema Krkoska, Tony Lin, Mark Siciliano

Library Faculty Research

No matter how you define it, corporate social responsibility (CSR) is a hot topic. From community investing to business ethics to environmental sustainability and beyond, proponents of CSR view the business landscape through a lens that focuses less on profitability and more on the greater good.

“Doing well by doing good” is the business world’s new mantra. Concepts of CSR, green business, social entrepreneurship, and peace through commerce have become a focus of research and are inspiring the next generation of businesspeople. The 2010 BRASS Program gave attendees an expert’s view of certain niches within the broader realm of ethical …

The Glass Ceiling Effect: A Pakistani Perspective, Shandana Shoaib, Romy Sajjad Khan, Sajjad Ahmad Khan

Business Review

The Glass Ceiling commonly refers to impediments to career growth and upward mobility in organizations owing to racial and gender biases. The study undertaken on this phenomenon has reflected different behavior patterns for different factors leading to the glass ceiling effect. This paper focuses specifically on gender and analyzes the behavior pattern of women in Pakistani society. We have also analyzed the impediments and pressures that have resulted in creating a Glass Ceiling for women in higher management.

Changing Patterns Xvi: Mortgage Lending To Traditionally Underseved Borrowers & Neighborhoods In Boston, Greater Boston And Massachusetts, 2008, Jim Campen

Gastón Institute Publications

This is the sixteenth in the annual series of Changing Patterns reports prepared for the Massachusetts Community & Banking Council (MCBC) by the present author. The series is aptly named: mortgage lending since 1990 has indeed been characterized by “changing patterns.” In recent years, the major focus of the series shifted from concern for fair access to credit for traditionally underserved borrowers and neighborhoods to concern for access to fair credit for these same borrowers and neighborhoods. This reflects the extent to which the problem of redlining had become overshadowed by the problem of reverse redlining, whereby areas that …

The Beginning Of The End? Agricultural Modernization And Dissolution Of The Peasantry In Contemporary China, Qian Forrest Zhang, John A. Donaldson

Research Collection School of Social Sciences

No abstract provided.

Citizen Professionals: The Effective Practices Of Experts Helping Community Organizations, Sarah Hippensteel Hall

Antioch University Dissertations & Theses

Although numerous local, state, and federal laws and policies address water pollution, many problems remain. To address these problems thousands of groups of citizens, who are concerned with their water resources - rivers, streams, lakes, ponds, and groundwater - organized around the U.S. over the past several decades. To succeed, these community organizations need the resources and capacity to reach their goals. To gain capacity, some community organizations turn to people outside the organization for assistance. Citizen professionals are helpers who work jointly with an organization to help develop an organization's adaptive capacity to deal with challenges and achieve goals. …

Tracking Berle’S Footsteps: The Trail Of The Modern Corporation’S Last Chapter, William W. Bratton, Michael L. Wachter

Seattle University Law Review

Readers game enough to work through all three hundred pages of The Modern Corporation and Private Property looking for insights on corporate law today encounter two, apparently contradictory, lines of thought. One line, set out in Books II and III, resonates comfortably with today’s shareholder-centered corporate legal theory. Here the book teaches that even as ownership and control have separated, managers should function as trustees for the shareholders and so should exercise their wide-ranging powers for the shareholders’ benefit. The other line of thought emerges in Books I and IV, where The Modern Corporation encases this shareholder trust model in …

Rethinking The Separation Of Ownership From Management In American History, Kenneth Lipartito, Yumiko Morii

Seattle University Law Review

In <em>The Modern Corporation and Private Property</em>, Adolf Berle and Gardiner Means would use AT&T as a prime example of what they saw as a dangerous new trend, the replacement of ownership-based capitalism with giant corporations controlled by a small group of propertyless managers. Indeed, AT&T became Berle and Means’ favorite example. . . . As we shall see, however, the claim that AT&T was a leading example of the separation of ownership from management is incomplete. More importantly, the common interpretation of Berle and Means’ work is mistaken, placing the emphasis incorrectly on the number of shareholders and reading …

Berle’S Vision Beyond Shareholder Interests: Why Investment Bankers Should Have (Some) Personal Liability, Claire Hill, Richard Painter

Seattle University Law Review

This essay, published in a symposium on the work of Adolf Berle, approaches the Berle-Dodd debate from the perspective that corporate managers have responsibilities beyond pursuing the interests of shareholders. Stock based executive compensation, designed to align managers’ interests with those of shareholders, has, in the investment banking industry in particular, failed to avert, and may have caused, managers (in this case, bankers) to take excessive risks that in the present financial crisis inflicted great damage on creditors and on society as a whole. We describe here the broad outlines of a proposal that we will discuss in future publications …