Pub Date : 2019-02-28DOI: 10.1093/OXFORDHB/9780198737063.013.14
David Ciepley
The neoliberal corporation is a novel theoretical and organizational construct that treats the pecuniary interests of shareholders as the sole end of the corporation and gears corporate governance toward maximizing shareholder returns against the assumed opportunism of managers and workers. This construct originated in the post-war neoliberal effort to revive free market principles, which the rise of the monopolistic corporation appeared to have rendered obsolete. First, neoliberals declared the problem of monopoly a non-problem. Then, to marketize the corporation, they cast it as a glorified private partnership. Finally, they applied to it a game theoretic version of agency theory, with the shareholders as the “principal” and management (and workers) as their opportunistic agent. This chapter critiques both the descriptive cogency of this account and its practical consequences, which include exploding executive pay, short-termism, institutionalized irresponsibility, worker surveillance and coercion, and vampire management focused on value extraction rather than value creation.
{"title":"The Neoliberal Corporation","authors":"David Ciepley","doi":"10.1093/OXFORDHB/9780198737063.013.14","DOIUrl":"https://doi.org/10.1093/OXFORDHB/9780198737063.013.14","url":null,"abstract":"The neoliberal corporation is a novel theoretical and organizational construct that treats the pecuniary interests of shareholders as the sole end of the corporation and gears corporate governance toward maximizing shareholder returns against the assumed opportunism of managers and workers. This construct originated in the post-war neoliberal effort to revive free market principles, which the rise of the monopolistic corporation appeared to have rendered obsolete. First, neoliberals declared the problem of monopoly a non-problem. Then, to marketize the corporation, they cast it as a glorified private partnership. Finally, they applied to it a game theoretic version of agency theory, with the shareholders as the “principal” and management (and workers) as their opportunistic agent. This chapter critiques both the descriptive cogency of this account and its practical consequences, which include exploding executive pay, short-termism, institutionalized irresponsibility, worker surveillance and coercion, and vampire management focused on value extraction rather than value creation.","PeriodicalId":223219,"journal":{"name":"The Oxford Handbook of the Corporation","volume":"1 1","pages":"0"},"PeriodicalIF":0.0,"publicationDate":"2019-02-28","publicationTypes":"Journal Article","fieldsOfStudy":null,"isOpenAccess":false,"openAccessPdf":"","citationCount":null,"resultStr":null,"platform":"Semanticscholar","paperid":"123961752","PeriodicalName":null,"FirstCategoryId":null,"ListUrlMain":null,"RegionNum":0,"RegionCategory":"","ArticlePicture":[],"TitleCN":null,"AbstractTextCN":null,"PMCID":"","EPubDate":null,"PubModel":null,"JCR":null,"JCRName":null,"Score":null,"Total":0}
Pub Date : 2019-02-28DOI: 10.1093/OXFORDHB/9780198737063.013.15
J. Cioffi
The theoretical argument of this chapter is that the firm is best seen as a collectively managed resource or “commons” which is subject to a number of multiple, overlapping, and potentially conflicting property type claims on the part of the different constituencies or stakeholders who provide value to the firm. The sustainability of the corporation depends on ensuring proportionality of benefits and costs with respect to the inputs made to corporate resources, and on the participation of the different stakeholder groups in the formulation of rules governing the management and use of resources. Viewing the corporation as a commons in this sense is the first step toward a better understanding of the role that the corporate form can play in ensuring wider social and natural sustainability.
{"title":"Finance Capitalism, the Financialized Corporation, and Countervailing Power","authors":"J. Cioffi","doi":"10.1093/OXFORDHB/9780198737063.013.15","DOIUrl":"https://doi.org/10.1093/OXFORDHB/9780198737063.013.15","url":null,"abstract":"The theoretical argument of this chapter is that the firm is best seen as a collectively managed resource or “commons” which is subject to a number of multiple, overlapping, and potentially conflicting property type claims on the part of the different constituencies or stakeholders who provide value to the firm. The sustainability of the corporation depends on ensuring proportionality of benefits and costs with respect to the inputs made to corporate resources, and on the participation of the different stakeholder groups in the formulation of rules governing the management and use of resources. Viewing the corporation as a commons in this sense is the first step toward a better understanding of the role that the corporate form can play in ensuring wider social and natural sustainability.","PeriodicalId":223219,"journal":{"name":"The Oxford Handbook of the Corporation","volume":"14 1","pages":"0"},"PeriodicalIF":0.0,"publicationDate":"2019-02-28","publicationTypes":"Journal Article","fieldsOfStudy":null,"isOpenAccess":false,"openAccessPdf":"","citationCount":null,"resultStr":null,"platform":"Semanticscholar","paperid":"126414873","PeriodicalName":null,"FirstCategoryId":null,"ListUrlMain":null,"RegionNum":0,"RegionCategory":"","ArticlePicture":[],"TitleCN":null,"AbstractTextCN":null,"PMCID":"","EPubDate":null,"PubModel":null,"JCR":null,"JCRName":null,"Score":null,"Total":0}
Pub Date : 2019-02-28DOI: 10.1093/OXFORDHB/9780198737063.013.19
M. Guillén, Esteban García-Canal
Emerging market multinationals have expanded around the world and upgraded their capabilities at the speed of light using aggressive growth strategies. This chapter argues that the success of these companies lies on new axioms of global competitiveness. It aims to answer two questions. First, do these firms share some common distinctive features that distinguish them from the traditional MNEs? Second, how have they been able to expand abroad at dizzying speed, in defiance of the conventional wisdom about the virtues of a staged, incremental approach to international expansion? Before being in a position to answer these questions, the established theory of the MNE is outlined, and the extent to which its basic postulates need to be re-examined is explored.
{"title":"Growth Strategies of the New Multinationals","authors":"M. Guillén, Esteban García-Canal","doi":"10.1093/OXFORDHB/9780198737063.013.19","DOIUrl":"https://doi.org/10.1093/OXFORDHB/9780198737063.013.19","url":null,"abstract":"Emerging market multinationals have expanded around the world and upgraded their capabilities at the speed of light using aggressive growth strategies. This chapter argues that the success of these companies lies on new axioms of global competitiveness. It aims to answer two questions. First, do these firms share some common distinctive features that distinguish them from the traditional MNEs? Second, how have they been able to expand abroad at dizzying speed, in defiance of the conventional wisdom about the virtues of a staged, incremental approach to international expansion? Before being in a position to answer these questions, the established theory of the MNE is outlined, and the extent to which its basic postulates need to be re-examined is explored.","PeriodicalId":223219,"journal":{"name":"The Oxford Handbook of the Corporation","volume":"21 1","pages":"0"},"PeriodicalIF":0.0,"publicationDate":"2019-02-28","publicationTypes":"Journal Article","fieldsOfStudy":null,"isOpenAccess":false,"openAccessPdf":"","citationCount":null,"resultStr":null,"platform":"Semanticscholar","paperid":"127945173","PeriodicalName":null,"FirstCategoryId":null,"ListUrlMain":null,"RegionNum":0,"RegionCategory":"","ArticlePicture":[],"TitleCN":null,"AbstractTextCN":null,"PMCID":"","EPubDate":null,"PubModel":null,"JCR":null,"JCRName":null,"Score":null,"Total":0}
Pub Date : 2019-02-28DOI: 10.1093/oxfordhb/9780198737063.013.5
Charles R.T. O'Kelley
This chapter traces the evolution of the corporation through different eras of the past century, with a focus on the development of competing primacies of corporate law. Successive eras of managerialism, technocracy, and shareholder primacy are examined in the Darwinian struggle for corporate power and business success. Our understanding of the modern corporation over the last 100 years cannot be separated from the nature of American hegemony over the world system during that time frame. Likewise, it cannot be separated from America’s unique twin ideologies—individualism and American exceptionalism. Nor can it be separated from the struggle for power between the modern corporation, viewed as a system, and the American nation state. This chapter deconstructs our changing understandings as to whose interests hold primacy in governance of the modern corporation, with a constant eye on the underlying political struggle for power and meaning, and the role which theories of the corporation play in these struggles.
{"title":"From Berle to the Present","authors":"Charles R.T. O'Kelley","doi":"10.1093/oxfordhb/9780198737063.013.5","DOIUrl":"https://doi.org/10.1093/oxfordhb/9780198737063.013.5","url":null,"abstract":"This chapter traces the evolution of the corporation through different eras of the past century, with a focus on the development of competing primacies of corporate law. Successive eras of managerialism, technocracy, and shareholder primacy are examined in the Darwinian struggle for corporate power and business success. Our understanding of the modern corporation over the last 100 years cannot be separated from the nature of American hegemony over the world system during that time frame. Likewise, it cannot be separated from America’s unique twin ideologies—individualism and American exceptionalism. Nor can it be separated from the struggle for power between the modern corporation, viewed as a system, and the American nation state. This chapter deconstructs our changing understandings as to whose interests hold primacy in governance of the modern corporation, with a constant eye on the underlying political struggle for power and meaning, and the role which theories of the corporation play in these struggles.","PeriodicalId":223219,"journal":{"name":"The Oxford Handbook of the Corporation","volume":"56 1","pages":"0"},"PeriodicalIF":0.0,"publicationDate":"2019-02-28","publicationTypes":"Journal Article","fieldsOfStudy":null,"isOpenAccess":false,"openAccessPdf":"","citationCount":null,"resultStr":null,"platform":"Semanticscholar","paperid":"132085818","PeriodicalName":null,"FirstCategoryId":null,"ListUrlMain":null,"RegionNum":0,"RegionCategory":"","ArticlePicture":[],"TitleCN":null,"AbstractTextCN":null,"PMCID":"","EPubDate":null,"PubModel":null,"JCR":null,"JCRName":null,"Score":null,"Total":0}
Pub Date : 2019-02-28DOI: 10.1093/OXFORDHB/9780198737063.013.23
C. Pitelis, D. Teece
Extant explanations of the nature and scope of firms, such as transaction costs, property rights, metering, and “resources,” can be integrated into a more general capability-based theory of the nature and essence of the firm that recognizes the importance to the firm of creating and capturing value from innovation. The appropriability of returns from creative and innovative activity often requires the entrepreneurial creation and co-creation of markets and business ecosystems. Accordingly, market failure and transaction costs approaches need to be revamped to capture the essence of entrepreneurial and managerial activity that extends beyond the mere exercise of authority within existing firms and markets.
{"title":"Dynamic Capabilities, the Multinational Corporation, and Capture oF Co-created Value from Innovation","authors":"C. Pitelis, D. Teece","doi":"10.1093/OXFORDHB/9780198737063.013.23","DOIUrl":"https://doi.org/10.1093/OXFORDHB/9780198737063.013.23","url":null,"abstract":"Extant explanations of the nature and scope of firms, such as transaction costs, property rights, metering, and “resources,” can be integrated into a more general capability-based theory of the nature and essence of the firm that recognizes the importance to the firm of creating and capturing value from innovation. The appropriability of returns from creative and innovative activity often requires the entrepreneurial creation and co-creation of markets and business ecosystems. Accordingly, market failure and transaction costs approaches need to be revamped to capture the essence of entrepreneurial and managerial activity that extends beyond the mere exercise of authority within existing firms and markets.","PeriodicalId":223219,"journal":{"name":"The Oxford Handbook of the Corporation","volume":"43 1","pages":"0"},"PeriodicalIF":0.0,"publicationDate":"2019-02-28","publicationTypes":"Journal Article","fieldsOfStudy":null,"isOpenAccess":false,"openAccessPdf":"","citationCount":null,"resultStr":null,"platform":"Semanticscholar","paperid":"125396853","PeriodicalName":null,"FirstCategoryId":null,"ListUrlMain":null,"RegionNum":0,"RegionCategory":"","ArticlePicture":[],"TitleCN":null,"AbstractTextCN":null,"PMCID":"","EPubDate":null,"PubModel":null,"JCR":null,"JCRName":null,"Score":null,"Total":0}
Pub Date : 2019-02-28DOI: 10.1093/oxfordhb/9780198737063.013.4
W. Roy
This chapter reviews the history of how the modern corporation developed as a form of socialized property. It enumerates some of the important consequences of those developments and briefly mentions recent trends. The empirical focus is the corporate revolution of the late nineteenth and early twentieth centuries, when the large publicly traded corporation became the dominant form of enterprise. The main point is that the socialization of property originated in the corporation when it was an extension of state power and over time retained its social character while shedding its accountability to the public.
{"title":"Socializing Capital","authors":"W. Roy","doi":"10.1093/oxfordhb/9780198737063.013.4","DOIUrl":"https://doi.org/10.1093/oxfordhb/9780198737063.013.4","url":null,"abstract":"This chapter reviews the history of how the modern corporation developed as a form of socialized property. It enumerates some of the important consequences of those developments and briefly mentions recent trends. The empirical focus is the corporate revolution of the late nineteenth and early twentieth centuries, when the large publicly traded corporation became the dominant form of enterprise. The main point is that the socialization of property originated in the corporation when it was an extension of state power and over time retained its social character while shedding its accountability to the public.","PeriodicalId":223219,"journal":{"name":"The Oxford Handbook of the Corporation","volume":"144 1","pages":"0"},"PeriodicalIF":0.0,"publicationDate":"2019-02-28","publicationTypes":"Journal Article","fieldsOfStudy":null,"isOpenAccess":false,"openAccessPdf":"","citationCount":null,"resultStr":null,"platform":"Semanticscholar","paperid":"115814457","PeriodicalName":null,"FirstCategoryId":null,"ListUrlMain":null,"RegionNum":0,"RegionCategory":"","ArticlePicture":[],"TitleCN":null,"AbstractTextCN":null,"PMCID":"","EPubDate":null,"PubModel":null,"JCR":null,"JCRName":null,"Score":null,"Total":0}
Pub Date : 2019-02-28DOI: 10.1093/oxfordhb/9780198737063.013.12
William Lazonick
This chapter outlines the theory of innovative enterprise, showing how it provides a framework for explaining the growth and performance of the firm, and drawing out the methodological, ideological, and political implications of the theory. In combination with strategic control and financial commitment, key to the success of the corporation is organizational integration, which is a set of social relations that provides participants in a complex division of labor with the incentives to cooperate in contributing their skills and efforts toward the achievement of common goals. Organizational integration provides an essential social condition for an enterprise to engage in and make use of collective and cumulative, or organizational, learning. Through organizational integration, people in a hierarchical and functional division of labor work together to create value that would otherwise not exist.
{"title":"The Theory Of Innovative Enterprise","authors":"William Lazonick","doi":"10.1093/oxfordhb/9780198737063.013.12","DOIUrl":"https://doi.org/10.1093/oxfordhb/9780198737063.013.12","url":null,"abstract":"This chapter outlines the theory of innovative enterprise, showing how it provides a framework for explaining the growth and performance of the firm, and drawing out the methodological, ideological, and political implications of the theory. In combination with strategic control and financial commitment, key to the success of the corporation is organizational integration, which is a set of social relations that provides participants in a complex division of labor with the incentives to cooperate in contributing their skills and efforts toward the achievement of common goals. Organizational integration provides an essential social condition for an enterprise to engage in and make use of collective and cumulative, or organizational, learning. Through organizational integration, people in a hierarchical and functional division of labor work together to create value that would otherwise not exist.","PeriodicalId":223219,"journal":{"name":"The Oxford Handbook of the Corporation","volume":"34 1","pages":"0"},"PeriodicalIF":0.0,"publicationDate":"2019-02-28","publicationTypes":"Journal Article","fieldsOfStudy":null,"isOpenAccess":false,"openAccessPdf":"","citationCount":null,"resultStr":null,"platform":"Semanticscholar","paperid":"122816436","PeriodicalName":null,"FirstCategoryId":null,"ListUrlMain":null,"RegionNum":0,"RegionCategory":"","ArticlePicture":[],"TitleCN":null,"AbstractTextCN":null,"PMCID":"","EPubDate":null,"PubModel":null,"JCR":null,"JCRName":null,"Score":null,"Total":0}
Pub Date : 2019-02-28DOI: 10.1093/OXFORDHB/9780198737063.013.8
O. Weinstein
This chapter reviews the law of directors’ duties in a number of Anglo-American countries to assess what influence directors’ duties have had on the extent to which directors are adopting stakeholder approaches. This data allows conclusions to be drawn regarding the extent to which legal reforms are required in the area of directors’ duties to create an enabling legal framework for corporate social responsibility. The chapter also presents the results of research on the business objectives of corporations, which provides insights into how corporations themselves define their purposes. The legal interpretations of the purpose of the corporation can then be contrasted with interpretations based on directors’ views and what corporations themselves state in their business objectives.
{"title":"Understanding the Roots of Shareholder Primacy","authors":"O. Weinstein","doi":"10.1093/OXFORDHB/9780198737063.013.8","DOIUrl":"https://doi.org/10.1093/OXFORDHB/9780198737063.013.8","url":null,"abstract":"This chapter reviews the law of directors’ duties in a number of Anglo-American countries to assess what influence directors’ duties have had on the extent to which directors are adopting stakeholder approaches. This data allows conclusions to be drawn regarding the extent to which legal reforms are required in the area of directors’ duties to create an enabling legal framework for corporate social responsibility. The chapter also presents the results of research on the business objectives of corporations, which provides insights into how corporations themselves define their purposes. The legal interpretations of the purpose of the corporation can then be contrasted with interpretations based on directors’ views and what corporations themselves state in their business objectives.","PeriodicalId":223219,"journal":{"name":"The Oxford Handbook of the Corporation","volume":"19 1","pages":"0"},"PeriodicalIF":0.0,"publicationDate":"2019-02-28","publicationTypes":"Journal Article","fieldsOfStudy":null,"isOpenAccess":false,"openAccessPdf":"","citationCount":null,"resultStr":null,"platform":"Semanticscholar","paperid":"132917445","PeriodicalName":null,"FirstCategoryId":null,"ListUrlMain":null,"RegionNum":0,"RegionCategory":"","ArticlePicture":[],"TitleCN":null,"AbstractTextCN":null,"PMCID":"","EPubDate":null,"PubModel":null,"JCR":null,"JCRName":null,"Score":null,"Total":0}
Pub Date : 2019-02-28DOI: 10.1093/OXFORDHB/9780198737063.013.22
T. Seki
The majority of Japanese companies have taken what they regard as significant steps in the direction of accountability. In Japan, however, there is a different conception of the role of the board, the function of corporate governance, and the purpose of the corporation. This chapter argues that significant changes in these enduring Japanese corporate values and practices can only be accomplished if a more convincing theory and model of the corporation is proposed. In important respects, the contemporary evolution of corporate governance in Japan reflects the fundamental dilemmas inherent in defining corporate purpose that were first recognized by Berle and Means. The negotiation of the contemporary corporate community, purpose, and strategy in Japan will be of relevance to the definition of the distinctive orientations of Asian corporations.
{"title":"The Japanese Corporation","authors":"T. Seki","doi":"10.1093/OXFORDHB/9780198737063.013.22","DOIUrl":"https://doi.org/10.1093/OXFORDHB/9780198737063.013.22","url":null,"abstract":"The majority of Japanese companies have taken what they regard as significant steps in the direction of accountability. In Japan, however, there is a different conception of the role of the board, the function of corporate governance, and the purpose of the corporation. This chapter argues that significant changes in these enduring Japanese corporate values and practices can only be accomplished if a more convincing theory and model of the corporation is proposed. In important respects, the contemporary evolution of corporate governance in Japan reflects the fundamental dilemmas inherent in defining corporate purpose that were first recognized by Berle and Means. The negotiation of the contemporary corporate community, purpose, and strategy in Japan will be of relevance to the definition of the distinctive orientations of Asian corporations.","PeriodicalId":223219,"journal":{"name":"The Oxford Handbook of the Corporation","volume":"69 1","pages":"0"},"PeriodicalIF":0.0,"publicationDate":"2019-02-28","publicationTypes":"Journal Article","fieldsOfStudy":null,"isOpenAccess":false,"openAccessPdf":"","citationCount":null,"resultStr":null,"platform":"Semanticscholar","paperid":"130131382","PeriodicalName":null,"FirstCategoryId":null,"ListUrlMain":null,"RegionNum":0,"RegionCategory":"","ArticlePicture":[],"TitleCN":null,"AbstractTextCN":null,"PMCID":"","EPubDate":null,"PubModel":null,"JCR":null,"JCRName":null,"Score":null,"Total":0}
Pub Date : 2019-02-28DOI: 10.1093/oxfordhb/9780198737063.013.1
T. Clarke, J. O'Brien
The primary objective of this Handbook of the Corporation is to contribute to the development of the theory and practice of the corporation. The core rationale of the Handbook is to review and question how the debates on the corporation have evolved from Berle and Means onwards. The editors are convinced of the relevance of Berle and Means’ insights to contemporary corporate dilemmas. However the analysis must be set in a totally different context. Berle and Means were writing about American corporations that were becoming increasingly dominant in the US economy in the 1930s. It is now a different technologically transformed and interconnected world. To whom is the corporation responsible and to whom accountable among transient and competing interests? Who judges or should judge the ultimate performance of corporations and by what measures? This analysis maps the contours of the multidimensional impact of the innovative corporation, and how this is being negotiated.
{"title":"The Evolving Corporation","authors":"T. Clarke, J. O'Brien","doi":"10.1093/oxfordhb/9780198737063.013.1","DOIUrl":"https://doi.org/10.1093/oxfordhb/9780198737063.013.1","url":null,"abstract":"The primary objective of this Handbook of the Corporation is to contribute to the development of the theory and practice of the corporation. The core rationale of the Handbook is to review and question how the debates on the corporation have evolved from Berle and Means onwards. The editors are convinced of the relevance of Berle and Means’ insights to contemporary corporate dilemmas. However the analysis must be set in a totally different context. Berle and Means were writing about American corporations that were becoming increasingly dominant in the US economy in the 1930s. It is now a different technologically transformed and interconnected world. To whom is the corporation responsible and to whom accountable among transient and competing interests? Who judges or should judge the ultimate performance of corporations and by what measures? This analysis maps the contours of the multidimensional impact of the innovative corporation, and how this is being negotiated.","PeriodicalId":223219,"journal":{"name":"The Oxford Handbook of the Corporation","volume":"33 1","pages":"0"},"PeriodicalIF":0.0,"publicationDate":"2019-02-28","publicationTypes":"Journal Article","fieldsOfStudy":null,"isOpenAccess":false,"openAccessPdf":"","citationCount":null,"resultStr":null,"platform":"Semanticscholar","paperid":"134237050","PeriodicalName":null,"FirstCategoryId":null,"ListUrlMain":null,"RegionNum":0,"RegionCategory":"","ArticlePicture":[],"TitleCN":null,"AbstractTextCN":null,"PMCID":"","EPubDate":null,"PubModel":null,"JCR":null,"JCRName":null,"Score":null,"Total":0}
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