Reversing Predatory Value Extraction

2019 ◽  
pp. 192-206
Author(s):  
William Lazonick ◽  
Jang-Sup Shin

This concluding chapter suggests the following changes in the United States’ corporate-governance regime that can get its economy back on the path to sustainable prosperity: (1) rescind SEC Rule 10b-18 and ban open-market stock repurchases; (2) redesign executive pay to incentivize and reward value creation, not value extraction; (3) reconstitute corporate boards of directors to include to include representatives of households as workers, as taxpayers, and as savers as well as households as founders—and exclude the predatory value extractors; (4) reform the corporate tax system so that it returns profits to taxpaying households and funds government spending on infrastructure and knowledge for the next generation of innovative products; (5) redeploy corporate profits and productive capabilities to support collective and cumulative careers, and thus enable widespread upward socioeconomic mobility.

Author(s):  
Clifton Clarke

The current vitriolic discourse over the financial scandals implicating Wall Street and its satellite institutions dictates a fresh look at strategies intended to eradicate or prevent unethical practices in business activities. The spate of recently published unethical behavior among business executives in the United States confirms, unequivocally, that past and current strategies have failed. This paper reviews and evaluates the impact of some of these strategies. It found that the strategies focus on legislation, written corporate codes of ethics and assorted activities in business schools. It found that these strategies are largely isolated and missed the fact that unethical business conduct is systemic, reflecting the ethical lapses of two systems: a public system (consisting of governmental bodies, business schools, and the general citizenry) and a corporate system (consisting of boards of directors, executives, managers and employees). It found that there is a significant gap between the rhetoric of corporate executives and their attention to unethical conduct in the workplace. It concludes that isolated legislative actions, apathetic business schools’ policies, complacent and complicit corporate boards, contribute to the failure. It also concludes that, the implementation of business ethics in the workplace requires a transformation of attitude within and between these systems and posits that a system approach is the only strategy that can successfully transform these systems and that business schools are uniquely capable of leading this transformation.


Author(s):  
Clifton Clarke ◽  
Myles Bassell

The current vitriolic discourse over the financial scandals implicating Wall Street and its satellite institutions dictates a fresh look at strategies intended to eradicate or prevent unethical practices in business activities. The spate of recently published unethical behavior among business executives in the United States confirms, unequivocally, that past and current strategies have failed. This paper reviews and evaluates the impact of some of these strategies. It found that the strategies focus on legislation, written corporate codes of ethics and assorted activities in business schools. It found that these strategies are largely isolated and missed the fact that unethical business conduct is systemic, reflecting the ethical lapses of two systems: a public system (consisting of governmental bodies, business schools, and the general citizenry) and a corporate system (consisting of boards of directors, executives, managers and employees). It found that there is a significant gap between the rhetoric of corporate executives and their attention to unethical conduct in the workplace. It concludes that isolated legislative actions, apathetic business schools’ policies, complacent and complicit corporate boards, contribute to the failure. It also concludes that, the implementation of business ethics in the workplace requires a transformation of attitude within and between these systems and posits that a system approach is the only strategy that can successfully transform these systems and that business schools are uniquely capable of leading this transformation.


2018 ◽  
pp. 142-155 ◽  
Author(s):  
T. A. Garanina ◽  
A. A. Muravyev

This article studies the gender composition of corporate boards of Russian companies, including its relation to company performance. The analysis is based on a unique longitudinal dataset of virtually all Russian companies whose shares were traded on the stock market in 1998-2014. It shows a relatively small representation of women, just 12% of all the seats, while about 40% of the companies did not have any female director. At the same time, both the share of companies that appoint female directors and the share of female directors on boards show a clear upward trend. The econometric analysis suggests a positive link between the presence of female directors on boards and company performance, especially when firms appoint several, rather than one, female directors.


Author(s):  
Sabrina Bruno

Climate change is a financial factor that carries with it risks and opportunities for companies. To support boards of directors of companies belonging to all jurisdictions, the World Economic Forum issued in January 2019 eight Principlescontaining both theoretical and practical provisions on: climate accountability, competence, governance, management, disclosure and dialogue. The paper analyses each Principle to understand scope and managerial consequences for boards and to evaluate whether the legal distinctions, among the various jurisdictions, may undermine the application of the Principles or, by contrast, despite the differences the Principles may be a useful and effective guidance to drive boards' of directors' conduct around the world in handling climate change challenges. Five jurisdictions are taken into consideration for this comparative analysis: Europe (and UK), US, Australia, South Africa and Canada. The conclusion is that the WEF Principles, as soft law, is the best possible instrument to address boards of directors of worldwide companies, harmonise their conduct and effectively help facing such global emergency.


2001 ◽  
Author(s):  
Luis Fernando Moreira ◽  
Jairo Laser Procianoy

Author(s):  
Marcos Nadal ◽  
Esther Ureña

This article reviews the history of empirical aesthetics since its foundation by Fechner in 1876 to Berlyne’s new empirical aesthetics in the 1970s. The authors explain why and how Fechner founded the field, and how Wundt and Müller’s students continued his work in the early 20th century. In the United States, empirical aesthetics flourished as part of American functional psychology at first, and later as part of behaviorists’ interest in reward value. The heyday of behaviorism was also a golden age for the development of all sorts of tests for artistic and aesthetic aptitudes. The authors end the article by covering the contributions of Gestalt psychology and Berlyne’s motivational theory to empirical aesthetics.


2017 ◽  
Vol 30 (8) ◽  
pp. 1867-1894 ◽  
Author(s):  
Margaret M. Cullen ◽  
Niamh M. Brennan

Purpose Boards of directors are assumed to exercise three key accountability roles – control, monitoring and oversight roles. By researching one board type – investment fund boards – and the power relations around those boards, the purpose of this paper is to show that such boards are not capable of operating the three key roles assumed of them. Design/methodology/approach The authors conducted 25 in-depth interviews and a focus group session with investment fund directors applying a grounded theory methodology. Findings Because of their unique position of power, the authors find that fund promoter organisations (that establish and attract investors to the funds) exercise control and monitoring roles. As a result, contrary to prior assumptions, oversight is the primary role of investment fund boards, rather than the control role or monitoring role associated with corporate boards. The findings can be extended to other board-of-director contexts in which boards (e.g. subsidiary boards, boards of state-owned entities) have legal responsibility but limited power because of power exercised by other parties such as large shareholders. Practical implications Shareholders and regulators generally assume boards exercise control and monitoring roles. This can lead to an expectations gap on the part of shareholders and regulators who may not consider the practical realities in which boards operate. This expectations gap compromises the very objective of governance – investor protection. Originality/value Based on interviews with investment fund directors, the authors challenge the control-role theory of investment fund boards of directors. Building on our findings, and following subsequent conceptual engagement with the literature, the authors differentiate control, monitoring and oversight roles, terms which are often used interchangeably in prior research. The authors distinguish between the three terms on the basis of the level of influence implied by each.


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