Shareholder Primacy,Corporate Social Responsibility,and the Role of Business Schools

This paper examines the shareholder primacy norm (SPN) as a widely acknowledged impediment to corporate social responsibility and explores the role of business schools in promoting the SPN but also potentially as an avenue for change by addressing misconceptions about shareholder primacy and the purpose of business. We start by explaining the SPN and then review its status under US and UK laws and show that it is not a likely legal requirement, at least under the guise of shareholder value maximization. This is in contrast to the common assertion that managers are legally constrained from addressing CSR issues if doing so is inconsistent with the economic interests of shareholders. Nonetheless, while the SPN might be muted as a legal norm, we show that it is certainly evident as a social norm among managers and in business schools—reflective, in part, of the sole voting rights of shareholders on corporate boards and of the dominance of shareholder theory—and justifiably so in the view of many managers and business academics. We argue that this view is misguided, not least when associated with claims of a purported legally enforceable requirement to maximize shareholder value. We propose two ways by which the influence of the SPN among managers might be attenuated: extending fiduciary duties of executives to non-shareholder stakeholders and changes in business school teaching such that it covers a plurality of conceptions of the purpose of the corporation.     

Strategically astute contracting: The Ticketmaster case study

This case study of strategic contracting at Ticketmaster results in a process model for the execution of legally astute contracting. The findings are drawn from a qualitative case study of Ticketmaster led by its legally astute attorney-CEO Fred Rosen. The study offers a novel portrait of strategic legal decision-making and connects the private aspects of contracting with the legal, regulatory, and strategic environment.     

Contents of Codes of Ethics of Professional Business Organizations in the United States

This paper reports an analysis of the content of the codes of ethics of 15 professional business organizations in the United States, representing the broad range of disciplines found in business. The analysis was conducted to identify common ethical issues faced by business professionals. It was also structured to highlight ethical issues that are either unique to or of particular importance for business professionals. No attempt is made to make value judgments about either the codes of ethics studied or of their content. General ethical values identified include honesty and integrity, general legal compliance, discreditable or harmful acts, and obligations related to social values. More business-specific issues include confidentiality, responsibilities to employers/clients, obligations to the profession, independence and objectivity, and business-specific legal and technical compliance issues.     

Entrepreneurial decisions and legal issues in early venture stages: Advice that shouldn’t be ignored

Entrepreneurs make numerous business decisions each day, many of which have significant legal implications. Due to a lack of time and knowledge, however, these entrepreneurs too often make quick decisions regarding important matters—both current and future—based on a few primary factors, one of which is cost. Entrepreneurs appear to make decisions based on concrete, but frequently inappropriate, factors such as comparison of bottom-line dollar value or relatively small fees; in this scenario, short-term decisions are made that do not take into account intricate legal and strategic implications which may arise down the road. As such, we would suggest a different approach whereby entrepreneurs take the time to learn about and understand the implications of these decisions on long-term sustainability, liability protection, and growth potential. Herein, we discuss how using cost to compare and make decisions has an impact on three issues with legal implications that occur early in the start-up process, and which pose major implications for the entrepreneur if he or she does not deal with them properly. Toward this end, we propose some solutions to help prevent this from happening.     

The candidate experience: Is it damaging your employer brand?

The importance of the candidate experience has only recently gained attention as the war for talent ensues. Despite its importance, there is a paucity of research examining the exchange relationship between the job candidate and the organization during the recruitment process. This article presents a model—illustrating the connections and exchanges made among an organization, the job candidate, and the organization’s recruitment process—that forms the candidate experience and, in turn, affects the employer’s brand either positively or negatively. Based on this framework, guidelines are presented to assist organizations in ensuring a positive candidate experience that will result in the strengthening of the employer brand and improving recruitment and business outcomes. Some of these business outcomes include strengthening relationships with customers and investors, referring friends to the company, and participating in future searches conducted by the organization.     

A Conceptual Model of an Intelligent Meeting-Scheduler

This research proposes a conceptual model for an intelligent meeting-scheduler (IMS) [1, 2] that is capable of assisting organizations in the scheduling of meetings. The IMS is an integrated software system. It combines scheduling tools and organizational knowledge to support various activities within the scheduling process, such as meeting-content planning and group composition. Our model is based on the notion of software agents [3] and consists of the following functional agents: communication manager, scheduling manager, and calendar manager. These agents are coordinated by a control manager and work in cooperation to assist a host and invitees in negotiating an acceptable time slot during a scheduling session. We also describe the knowledge architecture of the IMS, which consists of a set of knowledge-base agents supporting the above functional agents.

We developed a prototype to explore the feasibility of the conceptual model. The prototype was used in 2 real-life case scenarios, and a simple questionnaire was used to evaluate the effectiveness of the model. Our architecture was found to be useful and innovative by the users; however, they raised concerns about several issues, such as calendar maintenance and privacy.

Future integration of our model into real business organizations will need to address these concerns. In addition, evaluating the effectiveness and efficiency of the model in such organizations is expected to be a major challenge.     

Risk,Liability, and Monopoly

The paper explores a monopolist's safety and output choices when there are potentially large-scale claims that can lead to firm insolvency. Analysis of a monopolized market yields different conclusions than models of rule choice where perfect competition or simple cost-minimization are assumed. The following are shown to be true when consumers do not internalize expected, uncompensated hazard costs: (1) potentially insolvent firms may make more efficient safety and output choices than fully capitalized firms and (2), for any level of capitalization, compliance with a negligence rule—where liabilities are removed—may in fact result in less output and safety than under strict liability, where hazard costs are at least partially internalized. When consumers fully discount risks, a negligence rule dominates strict liability because it allows for less costly, credible commitments to profit- and welfare-maximizing safety investments. The analysis demonstrates that the optimal legal system—including financial responsibility requirements—is particularly sensitive to market structure and the characteristics of firms’ risk reduction technology     

Computer‐based data and organizational learning: The importance of managers’ stories

While many organizations are investing large amounts of money to provide computer‐based data to their managers, little is known about how, or even whether, managers use these data to learn about the business environment. This issue is explored by examining how grocery product managers use supermarket scanner data to learn about changes in the marketing environment. Managers’ stories play a central role in the four‐step process used by one product management organization as it learns from analyzing computer‐based data. First, a manager examines the data and looks for unexpected results—findings that contradict one or more of her stories about the marketing environment. If something is found, the manager carries out a relatively unstructured, multistage process to make sense out of the unexpected result. This process can be viewed as a dialogue between the result and a set of tools at the manager's disposal (including analyses of computer‐based data). Next, the manager tells the story to share her insights with peers and superiors, developing a common understanding. Finally, the manager creates an official story, which is used to “sell”; new marketing approaches to people outside the product manager organization—the sales force and supermarket buyers.     

You’ve been tagged! (Then again, maybe not): Employers and Facebook

Social networking sites, such as Facebook, have exploded on to the cultural and business landscape. Not only can firms use social networking sites to present organizational information to interested parties, but also perhaps gather information regarding job applicants. As an employer, checking out an applicant's Facebook page—much like Googling a candidate's name—is very tempting. It is understandable that managers would like to know as much about a candidate as possible. Facebook pages can provide a wealth of information beyond, or even possibly contradicting, an applicant's submitted documents. While this may represent a potentially useful tool, there are several reasons for caution. For instance, an organization's selection process may be biased if an applicant's Facebook page contains inaccurate information, if some applicants do not have Facebook pages, and/or if legally protected demographic information ends up being part of the selection process. Facebook's own policies suggest that an organization may face legal challenges if it considers an applicant's Facebook page as part of the selection process. Just as importantly, there are ethical issues—in particular, an individual's right to privacy—which must be considered. We wish to encourage organizations to develop guidelines regarding the use of social networking sites in the application process, based on the practical, legal, and ethical issues covered in this article.     

Failures in Regulator-Led Deinstitutionalization of Questionable Business Practices

Prior works in institutional theory are characterized by an assumption that the legal basis for authority of regulatory agencies is sufficient to ensure compliance by business organizations. From a business ethics standpoint, this would imply that regulatory oversight can hinder organizations’ pursuit of questionable business practices. However, the evidence for regulatory efficacy is far from clear as questionable business practices tend to persist despite regulatory monitoring. Drawing on the case of the regulatory failure to trigger a shift away from aggressive banking practices in Ireland, which had serious social and economic costs, we highlight three barriers to deinstitutionalization: (1) insufficient advocacy for change coupled with an inability to problematize the risks of extant business practices, (2) unwillingness to impose change through the use of threats, power, or sanctions, and (3) contradictions in the institutional environment that can obfuscate the regulators’ message. Thus, our study proposes that regulator-led change might not be as straightforward as previously theorized. In doing so, it advances prior theory through an explicit focus on the importance of three types of institutional work that are necessary for regulator-led deinstitutionalization.     

Dealing With Uncertainties When Governing CSR Policies

As corporate social responsibility involves a voluntary business endeavour to address social and environmental issues beyond legal compliance, governments cannot fall back on hierarchical command-and-control policies to support it. As such, it is complementary with the increasing popularity of public policies known as New Governance policies, where the government is engaged in a horizontal inter-organizational network of societal actors and where public policy is both formed and executed by the interacting and voluntary efforts from a multitude of stakeholders. However, such policies are known to generate substantive uncertainty about the content of CSR and its related issues, strategic uncertainty regarding the behavior of the actors involved and institutional uncertainty related to the interaction process involved in the institutional change. We explore New Governance policy instruments to address these uncertainties in the context CSR and discuss the experiences with these methods in the European Union. Jan Lepoutre is a Ph.D. candidate in Applied Economics at Ghent University, Belgium. In his dissertation, he focuses on the competences associated with small business social responsibility and networks as governmental means to build competences among small businesses. Nikolay A. Dentchev is an independent research fellow at Ghent University, Belgium, and a project coordinator at the corporate venturing department of Fortis Group (Fortis Venturing). He holds a Ph.D. in business economics from Ghent University. His current research is related to entrepreneurship, instrumental stakeholder theory, and management challenges of corporate social responsibility. Aimé Heene is a professor at the Faculty of Economics and Business Administration at Ghent University, Belgium. He teaches strategic management for private and public organizations and currently focuses his research on (competencebased) management in public and social profit organizations.     

私营企业经济档案管理存在问题及建议

随着经济的发展,私营经济档案工作越发凸显其重要性。通过对私营企业、经济档案和相关法律概念的理解,发现在各私营企业档案管理中还存在着管理者缺乏档案意识;管理缺乏相应约束,管理分散,缺乏安全性;我国目前档案管理体制和运作模式很难适应私营企业经济档案工作;存在私营企业经济档案管理人员专业知识薄弱、企业经费投入有限等问题。建议档案行政管理部门加强法制管理,建立企业档案咨询、托管机构,创新服务观念,加强有针对性的培训来提高私营企业档案管理水平。     

Distinguishing Economically from Legally Formal Firms: Targeting Business Support to Entrepreneurs in South Africa’s Townships*

Although the government of South Africa (SA) has formally adopted a policy of proactive support of entrepreneurship, providing business assistance to all of its entrepreneurs is beyond SA’s financial and human resource capabilities. This study utilizes the results of an in‐depth survey of entrepreneurs in SA’s townships to find: (1) The business and owner traits that predict revenues and job creation among the township entrepreneurs, (2) The key issues that challenge township entrepreneurs; and (3) What the answers to these issues imply about the appropriate content and recipients of business assistance to township entrepreneurs. A distinction is helpful in framing this study’s approach. In SA, registered (licensed) businesses are legally formal firms. In contrast, economically formal firms have institutionalized processes that lead to success as a profit‐making firm. We use this distinction in our analysis of the data and framing of the implications for business assistance strategy in SA.     

Bridging the Gap Between Theory and Practice: Using the 1991 Federal Sentencing Guidelines as a Paradigm for Ethics Training

Although Business Ethics has become a topic of wide discussion in both academia and the corporate world, questions remain as how to present ethical issues in a manner that will effectively influence the decisions and behavior of business employees. In this paper we argue that the Federal Sentencing Guidelines (FSG) offer a unique opportunity for bridging the gap between the theory and practice of business ethics. We first explain what the FSG are and how they apply to organizations. We then show how discussions of the FSG might be used in business ethics courses in a way that is both theoretically sound and practically applicable. Finally, we show how the requirements of the FSG can be used by companies to develop effective ethical compliance programs. As such, we maintain that the FSG provide a powerful heuristic tool for the teaching and training of business ethics.     

Making Room for Labor in Business Ethics

Thesis: The exclusion of organized labor/management issues from the principal arenas for business ethics study and discussions needs to be remedied. The paper develops this thesis in three steps: 1) Exclusion: A careful examination of select textbooks, journals, and conferences provides evidence as to the virtual absence of unions and such crucial organized labor/management issues as labor organizing and collective bargaining; 2) Inclusion: A series of brief arguments favoring inclusion of these issues in business ethics based on the notion of privileged institutions, adversarial posturing, the societal benefits, and globalization; 3) Suggestions: Some practical, cooperative initiatives involving the academy, management and labor, such as, labor officials as guest speakers and members of business school committees, internships in labor organizations, training workshops in business ethics for labor leaders, fora for joint management/labor discussions of issues each group faces in the economy and the legislatures.     

How Economic Incentives May Destroy Social,Ecological and Existential Values: The Case of Executive Compensation

Executive compensation has long been a prominent topic in the management literature. A main question that is also given substantial attention in the business ethics literature—even more so in the wake of the recent financial crisis—is whether increasing levels of executive compensation can be justified from an ethical point of view. Also, the relationship of executive compensation to instances of unethical behavior or outcomes has received considerable attention. The purpose of this paper is to explore the social, ecological, and existential costs of economic incentives, by discussing how relying on increasing levels of executive compensation may have an adverse effect on managerial performance in a broad sense. Specifically, we argue that one-dimensional economic incentives may destroy existential, social, and systemic values that influence the manager’s commitment to ensure responsible business conduct, and have negative spillover effects that may reduce the manager’s performance. There are well-documented findings that demonstrate that reliance on sources of extrinsic motivation (such as economic incentives) may displace intrinsic motivation. Our perspective is a holistic one, in the sense that we will explore the influence of sources of extrinsic motivation on the manager’s intrinsic commitment to different types of values. We will in particular investigate how it may influence the manager’s ethical reflection and behavior or lack thereof.     

An Empirical Study of Environmental Awareness and Practices in SMEs

With increasing awareness of environmental issues, there has been rising demand for environmental-friendly business practices. Prior research has shown that the implementation of environmental management practices is influenced by existing and potential stakeholder groups in the form of external pressures from legislators, environmental groups, financial institutions and suppliers, as well as internally by employees and owner/manager attitudes and knowledge. However, it has been reported that despite business owner/managers having strong “green” attitudes, the level of implementation of environmental-friendly practices is low. In order to explore the connection between pressures for improved practices and the management actions taken, this article examines how influence from various stakeholders is related to awareness of environmental issues, and how this awareness relates to actions taken within the businesses to reduce the environmental impact of their operations. The results indicate that legislation does result in general environmental awareness, and that organizations are then willing to␣change their business processes and environmental strategies. However, despite their actions they have little awareness of the benefits that might arise from cost reductions from their environmental-friendly practices. Those influenced by their suppliers act to reduce waste, but do not put into place formal environmental management systems, or use environmental messages to market their goods or services. Nevertheless, it can be argued that they have a real commitment to environmental issues, as evidenced by a willingness to voluntarily contribute to environmental organizations.     

A Cosmopolitan Court for Transnational Corporate Wrongdoing: Why Its Time Has Come

In the absence of any institution for imposing legal liability on global business, the idea of instituting a cosmopolitan court for international corporate offenses is advocated. The proposal is then critically examined and defended in light of a number of key objections. Having both civil and criminal jurisdiction, such a tribunal could benefit domestic and international legal systems, multinational corporations, and victims of transnational and international corporate misdeeds. By laying down minimal global standards of corporate liability, resolving conflicts between the regulatory activities of national legal systems, and affording redress for aggrieved parties in countries with inadequate legal infrastructures, the tribunal would promote the objectives of compensatory, distributive, procedural and retributive justice at the global level. Moreover, the court would assist corporations by translating compliance with minimum ethical standards to the bottom line. Ethical corporations will gain competitive advantage relative to unscrupulous firms, since the latter'ss activities will be sanctioned. The international community need not leave obedience to basic norms up to the voluntary good-will and discretion of multinational firms.     

Organizational failure to ethically manage sexual harassment: Limits to #metoo

The recent deluge of sexual harassment allegations in the media serves as a reminder that sexual harassment remains a pervasive, destructive occurrence in the workplace. Organizations in the United States have taken a legal‐centric approach to managing workplace sexual harassment, resulting in impotent anti‐harassment policies, ineffective sexual harassment training, and underused reporting mechanisms. In this conceptual paper, I argue that men's differential perceptions of sociosexual behaviors have propagated this legal‐centric approach, which fails to meet organizations’ ethical obligation to provide a safe and healthy work environment. Specifically, men have a different psychological experience of sexual harassment, which may inhibit their ability to take the perspective of targets. This lack of perspective‐taking has influenced the jurisprudence on workplace sexual harassment, which has in turn informed organizations’ approach to managing the phenomenon. I contribute to research on both business ethics and workplace sexual harassment by integrating two bodies of scholarship that have developed largely independent of one another: organizational psychology and legal. In so doing, I offer an explanation for the continued pervasiveness of workplace sexual harassment despite decades of legal sanction, organizational interventions, and research.