Business Law, Public Responsibility, and Ethics Commons^™

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 …

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 …

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 …

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 …

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 …

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 …

Enumerating Old Themes? Berle’S Concept Of Ownership And The Historical Development Of English Company Law In Context, Lorraine E. Talbot

Seattle University Law Review

This paper offers some tentative suggestions as to why Berle’s work has been read and interpreted so selectively in the United Kingdom. I suggest that this must be partly attributable to the historical developments in English company law that entrenched the notion of shareholder ownership claims. Specifically, unincorporated associations’ normative values—that members are owners and there is no distinction between small organizations with no share dispersal and large organizations with wide share dispersal—have a continuing influence on this entrenched notion of shareholder ownership claims. First, I provide an overview of the origins of English company law. Next, I address how …

The Impact Of Terrorism On Business, Michael D. Larobina, Richard L. Pate

WCBT Faculty Publications

Terrorism has in one form or another been a part of society throughout history. Since the September 11, 2001 attacks in New York, the world community has been more focused on terrorism than ever before in most recent modern history. Terrorism has impacted multiple levels of society across the world community. One of those levels is the business environment. A specific aim of terrorism is to disrupt and destroy ongoing businesses. Therefore, the ability of governments to disrupt and destroy terrorism is essential to the continued growth and expansion of the world economy. Terrorism will directly impact a country's ability …

Social Enterprise: A Moral Framework For Leadership And Excellence?, Kevin Teo, Leng Leroy Lim

Social Space

We are in the midst of a global socio-economic transition and the way we think about the economy is changing. Here, Kevin Teo and Leng Leroy Lim trace the ideas and movements that have shaped beliefs about economics, business, and leadership, then challenge these assumptions to advance a new moral ethos for a new age.

Chicago Islamic Microfinance Project, Karen Ahmed, Cynthia Shawamreh

College of Business Faculty and Staff Works

No abstract provided.

Where Is Islamic Finance Going? Ethical Investment Strategies, Karen Ahmed

College of Business Faculty and Staff Works

No abstract provided.

What Does Islamic Finance Want To Be When It Grows Up?, Karen Ahmed

College of Business Faculty and Staff Works

No abstract provided.

"Islamic Banking And Finance: Moral Beliefs And Business Practices At Work", Karen Ahmed

College of Business Faculty and Staff Works

The religion of Islam has existed for 1400 years but Islamic economic theory and its financial institutions emerged as an industry only in the 1970s. Islamic financial institutions (IFIs) are designed to help Muslims conduct business internationally while simultaneously upholding traditional Islamic values related to trade finance and currency movement. The basis for their existence is the Islamic moral prohibition on charging interest—interest is a central component of capitalist banking—yet IFIs conduct billions of dollars of business annually in the world economy and the de facto Islamic banking transaction is—in most cases—virtually identical to a capitalist banking transaction. Business practices …

Las Vegas: The Perils Of Deception Fueled Growth, William J. Smith, Ahmad Safi

Public Policy and Leadership Faculty Research

There are two types of deception – the deception of others and self-deception. Las Vegas thrives on both. Many would be aware of the importance of the first type of deception for the health of the Las Vegas economy, as they would for Macau, Monte Carlo, etc. Without the symbol of wealth to achieve elite global tourism status, and the ‘moth to the flame’ illusion of the likelihood of visitors to get ‘lucky’ and win great wealth, there would be no Las Vegas as it is known today. There is no other major reason to come to the city. There …

Chinese Philanthropy In Southeast Asia: Between Continuity And Change, Thomas Menkhoff

Research Collection Lee Kong Chian School Of Business

What makes ethnic Chinese philanthropy tick? Thomas Menkhoff looks at what drives prominent Chinese business leaders to give back to society and offers a glimpse of the changing face of ethnic philanthropy.

Islamic Finance Unit Takes Bank Beyond Michigan Roots, Karen Ahmed

College of Business Faculty and Staff Works

No abstract provided.

How To Make Unethical Decisions, Andrew Sikula Sr., John Sikula

Management Faculty Research

People make decisions and solve problems in a variety of ways. Oftentimes, little if any thought goes into choice selection. Sometimes, even very important decisions are made without serious contemplation of potential alternatives and their consequences. Many different tools/techniques and rationales are utilized in problem solving and decision making with little or no regard to ethical judgment and/ or aftermaths. Some ways of making choices are worse than others when using pity parameters. This article discusses commonly used but ethically unsound methods of making selections. Later in the writing, appropriate standards and benchmarks for determining ethical action will be presented.

Mad About The Boy, Debra Mayrhofer

Research outputs pre 2011

The media coverage of an out-of-control teenage party in the Melbourne suburb of Narre Warren on 12 January 2008, and its construction of the protagonist who threw the party, has highlighted once again the inequitable treatment of youth, particularly adolescent males, in the Australian media. This paper examines the coverage in terms of the discursive strategies used by the mainstream Australian media to legitimise and naturalise the denigration and humiliation of the boy involved. It will discuss the ongoing demonisation of young males in general, and the concomitant ‘panics’ about their degeneration into moral lassitude, as well as the particular …

Migration, Trade, And Development, Federal Reserve Bank Of Dallas, The Tower Center For Political Studies, Southern Methodist University, Department Of Economics At Southern Methodist University, Jno E. Owens Foundation

eBooks

"Migration and trade are more prevalent today than ever before in the history of the world. The United States is the recipient of about one-third of the world’s migrants and accounted for a quarter of the world’s output and 13 percent of the world’s trade in 2005. But the global significance of the U.S. economy is slowly declining, and while the effects of migration and trade on the U.S. economy have been examined time and again, questions concerning the impact of migration and trade on development in low-income countries are of growing importance.

Simple, neoclassical economic models predict that prices …

What Makes For Effective Labor Representation On Pension Boards?, Johanna Weststar, Anil Verma

Management and Organizational Studies Publications

This article examines the efficacy of labor representation on pension boards. Using existing literature and interviews with labor trustees, this article develops a model where a more formal approach to recruitment and selection, skill acquisition, and accountability is hypothesized to aid labor trustees in achieving effective integration and representation on pension boards. Data indicate that labor trustees are placed in a challenging environment with insufficient support from their union, other trustees, or the board. These findings have important implications for the selection, training, and integration of labor trustees and the success of a labor agenda on pension issues.

The Institutional Entrepreneur As Modern Prince: The Strategic Face Of Power In Contested Fields, David Levy, Maureen A. Scully

Management and Marketing Faculty Publication Series

This paper develops a theoretical framework that situates institutional entrepreneurship by drawing from Gramsci’s concept of hegemony to understand the contingent stabilization of organizational fields, and by employing his discussion of the Modern Prince as the collective agent who organizes and strategizes counter-hegemonic challenges. Our framework makes three contributions. First, we characterize the interlaced material, discursive, and organizational dimensions of field structure. Second, we argue that strategy must be examined more rigorously as the mode of action by which institutional entrepreneurs engage with field structures. Third, we argue that institutional entrepreneurship, in challenging the position of incumbent actors and stable …

Sex-Role Orientation, Women As Managers And Transformational Leadership Among Female Law Firm Partners And Subordinates, Nathalie Lynch-Walsh

Graduate Student Dissertations, Theses, Capstones, and Portfolios

Nearly 30% of all attorneys in the U.S. are women, but only 17% of all partners in major U.S. law firms are women. The disparity in the number of women at the top of the legal profession echoes the shortage of women at the helm of major U.S. corporations. Traditional sex-role stereotypes represent one type of "glass ceiling" barrier and stem from the different behavioral norms assigned to men (agentic) and women (communal) based on relative social status. Women exhibiting nonconforming behavior are less liked than conforming women. Conversely, women exhibiting agentic behaviors such as selfconfidence and assertiveness are seen …

Julia's Dilemma, Andra Gumbus, Jill Woodilla

WCBT Faculty Publications

Julia, a professional woman in her mid-thirties, has had relapsing-remitting multiple sclerosis as a part of her life for the last five years. Now she must decide whether to disclose her hidden illness at work. Julia disclosed her illness to her manager in a prior employment, when her MS was first diagnosed, and experienced a supportive response. But she was always mindful that her performance would likely be carefully scrutinized since she was in a job that required strict deadlines. Julia made a career change about a year ago, and did not tell anyone in her new organization that she …

Wage Discrimination Against Working Women, Sarah M. Ganasegeram

Student Works (2000-2009)

This research generally sets out to study wage discrimination against working women. Specifically, the study has three objectives. First, it examines sex-role stereotypes resulting from a colonial background, as a cause of wage discrimination. Second, the study explores gender-related job segregation existing in government policies, as a cause of wage discrimination. Lastly, it examines gender differences in human capital resulting from lack of access to education, as a cause of wage discrimination against working women. The study uses legal research methodology. The nature of this method incorporates advocacy and persuasion. Case studies based of decided equal pay claim cases are …

Review Of: Frank Pearce & Steve Tombs, Toxic Capitalism: Corporate Crime And The Chemical Industry (Dartmouth Publishing Co. 1998), Jonathan Gatmaitan

RISK: Health, Safety & Environment (1990-2002)

Review of the Book: Frank Pearce & Steve Tombs, Toxic Capitalism: Corporate Crime and the Chemical Industry (Dartmouth Publishing Co. 1998). Conclusions, notes, introduction, preface ISBN 1-85521-950-6 [372 pp. Hardbound $72.00 Old Post Road, Brookfield, VT 05036.]