Shareholder Value Maximization—Is There a Role for Corporate Social Responsibility?

Although often viewed as inconsistent with the corporate goal of value maximization, the corporate social responsibility (CSR) movement can add value by helping companies develop and maintain their reputations for fair dealing with each of their important non-investor stakeholder groups, including employees, suppliers, and local communities. Such "reputational capital" in turn helps reinforce the commitment of those stakeholders through what amount to informal or implicit contracts—contracts that are often critical to a company's long-run success.
Nevertheless, the importance and difficulty of balancing stakeholder interests against the overarching goal of efficiency and value maximization cannot be overstated. As with any corporate investment, each dollar of investment in a corporate stakeholder group should be justified by at least a dollar of expected return over a finite time horizon. By practicing this kind of "enlightened value maximization," to borrow Michael Jensen's phrase, management is likely to end up increasing not only its returns to shareholders, but the size of the corporate pie that is divided among all its stakeholders. Viewed in this light, CSR and value maximization have the potential to be complementary undertakings that result in a virtuous circle in which "doing good" helps companies do well, and doing well provides the wherewithal to do more good.     

Physiological responses and advertising effects: Is the cup half full or half empty?

A debate has arisen in this journal regarding the utility of psychophysiological measures in general; and of electroencephalographic measures in particular, for evaluating the specific effects of advertising executions. We briefly summarize the positions and replies that have been set forth. Although each is found to have something to contribute, it is also clear that additional basic research using complex persuasion materials in consumer settings is necessary before specific cognitive, emotional, and behavioral advertising effects can be inferred from psychophysiological data. This raises general questions regarding the goal and value of the psychophysiological enterprise. It is suggested that a psychophysiological approach is potentially informative, especially when studying theoretical issues regarding processes underlying social behavior. Research on yet another physiological response system, electrbmyographic activity recorded over the muscles of facial expression, is discussed for purposes of illustration. It is concluded that research has not and is not likely to demonstrate invariant psycho-physiological links nor has it revealed so little about social processes and behavior that physiological responses and systems can be disregarded. An alternative conception of the psychophysiological enterprise is outlined.     

HARVESTING VALUE FROM ENTREPRENEURIAL SUCCESS

This article discusses ways for entrepreneurs to gain liquidity from their businesses, either with or without a sale of the business. In today's financial arena there is a wide variety of methods and financing vehicles that can enable private companies to harvest liquidity to meet their own needs for growth, the consumption requirements of their founders, or the challenges of tax and estate planning. For companies with limited growth opportunities but fairly stable cash flows, the alternatives range from orderly liquidation to highly leveraged transfers of ownership such as those accomplished by leveraged buyouts, ESOPs, and mezzanine finance. For companies with abundant growth opportunities, value is typically maximized through sale to a strategic buyer or an initial public offering of equity (although a new hybrid called the "private IPO" has recently emerged that looks more like an LBO than an IPO).
In order to achieve its full potential, a company should be financed in such a way that enables it to continue through its natural business lifecycle, regardless of whether that matches the human lifecycle of its founder. So long as leadership succession can be arranged, the business lifecycle can determine the course of the company. Indeed, selling the business is the value-maximizing solution only if there is a strategic buyer willing to pay a premium above the business's stand-alone value, or if the founder wants to withdraw from the business and has no preferred successor.
Moreover, for the vast majority of companies, going public is not the recommended means for "cashing out." An IPO is likely to be a value-maximizing (and emotionally satisfying) experience only for (1) companies with valuable growth prospects that require funding for investment and (2) owner-entrepreneurs who are willing to subject themselves to the scrutiny and fluctuations of the market.     

Marketing tactics discouraging price search: Deception and competition

Retailers attempt to assure consumers that their deals are bargains using a variety of marketing tactics. Because consumers continue information and price searches until satisfied with the amount of the information to make a purchase, such bargain assurances (BAs) can change consumers' shopping behavior. This article identifies twelve common BAs and reviews extant marketing literature to derive evidence of how BAs affect consumers' purchasing behavior. It then examines how these practices are regulated to prevent consumer deception or a reduction in competition. This article concludes by offering three policy recommendations: BAs influence consumers and require regulation; the regulation of BAs demands a comprehensive rather than a piecemeal approach; and consumer policy should facilitate and encourage accurate price comparisons.