The Oxford Handbook Of The Corporation (oxford Handbooks)

The Oxford Handbook of the Corporation assesses the contemporary relevance, purpose, and performance of the corporation. The corporation is one of the most significant, if contested, innovations in human history, and the direction and effectiveness of corporate law, corporate governance, and corporate performance are being challenged as never before. Continuously evolving, the corporation as the primary instrument for wealth generation in contemporary economies demands frequent assessment and reinterpretation. The focus of this work is the transformative impact of innovation and change upon corporate structure, purpose, and operation. Corporate innovation is at the heart of the value-creation process in increasingly internationalized and competitive market economies, and corporations today are embedded in a world of complex global supply chains and rising state and state-directed capitalism. In questioning the fundamental purpose and performance of the corporation, this Handbook continues a tradition commenced by Berle and Means, and contributed to by generations of business scholars. What is the corporation and what is it becoming? How do we define its form and purpose and how are these changing? To whom is the corporation responsible, and who should judge the ultimate performance of corporations? By investigating the origins, development, strategies, and theories of corporations, this volume addresses such questions to provide a richer theoretical account of the corporation and its contested future. Cover The Oxford Handbook of THE CORPORATION Copyright Dedication Preface Bibliography Contents List of Figures List of Tables List of Contributors Chapter 1: The Evolving Corporation: Eonomy, law, and society Introduction Corporate Purpose and Performance Developing and Renewing the Intellectual Legacy of Berle and Means Corporate Responsibility and Sustainability Contributing Toward a New Theory of the Firm The Approach of This Handbook The Genesis of the Corporation Corporate Purpose and Accountability Theories of the Firm Political Theory of the Corporation Strategies of Contemporary Corporations Diversity of Institutions and Corporations The Innovative Corporation The Responsible Corporation The Sustainable Corporation The Future of the Corporation New Directions for the Corporation The Failure of the Corporation? The Financialization of the Anglo-American Corporation The Digital Hegemony of Platform Technology Corporations The Ascendant Corporations of the Emerging Economies The Dominant State-Owned Corporations of Asia Natural Capital and the Corporation Conclusion Bibliography Part I: GENESIS OF THE CORPORATION Chapter 2: The Dutch East India Company: The first corporate governance debacle Introduction Institutional Frame Market Ordering by the Government Market Drivers for Cooperation Company Strategy and Capital Formation Strategic Failure Shareholder Activism The Activist Shareholders Seek Publicity Government Involvement Governance Improvements Conclusion Bibliography Chapter 3: English East India Company-State and The Modern Corporation: The google of its time? Introduction Bibliography Chapter 4: Socializing Capital: The rise of the industrial corporation Introduction Property Privatization Socialization Institutions Diffusion of Socialized Capital The Rise of Large-Scale Industrial Corporations Other Forms of Private Socialization of Capital Insurance Pension Funds Finance Conclusion Bibliography Part II: CORPORATE PURPOSE AND ACCOUNTABILITY Chapter 5: From Berle to the Presen: The shifting primacies of corporation theory Introduction Frank Knight—Laissez-Faire Individualism and Entrepreneur Primacy—World War I and the Roaring Twenties Adolf Berle—the Modern Corporation and the Claims of Society—the Great Depression and the Coming of the New Deal Technostructure Primacy—Enlightened Administration and the New Industrial State Corporation as Contract and Shareholder Primacy Conclusion: Shareholder Primacy Forever? Bibliography Chapter 6: Understanding the Roots of Shareholder Primacy: The meaning of agency theory, and the conditions of its contagion Introduction Corporation, Property, and Managers: Berle (and Means) and the Modern Corporation as a New Public Institution Berle and Means (1932) and the Nature of the Modern Firm The Managerial Capitalism in the Post-World War II US Economy Jensen and Meckling and the New Contractual Economic Theory Property Rights and Contracts as the Basis of a Free Economic Order The New Conceptualization of the Firm and its Implications The “Separation between Property and Control”: A Reassessment From Theory to Reality: The Social Construction of the Shareholder Primacy System The Diffusion of Agency Theory and the Shareholder Ideology The Establishment of a Shareholder System Conclusion Bibliography Chapter 7: Corporate Purpos: Legal interpretations and empirical evidence Introduction Stakeholder Theory, Shareholder Primacy, and the Company Who is a Stakeholder? Stakeholder Theory and CSR Analysis of Directors’ Duties and the Corporate Purpose Australia Stakeholder Statutes United States United Kingdom The Limitations of Stakeholder Statutes Canadian and US Judgments Compared Empirical Evidence on How Directors View their Duties and the Interests of Stakeholders Directors’ Understanding of their Duties Stakeholder Ranking Empirical Evidence on Companies’ Business Objectives Business Objectives: Prioritize Interests of Shareholders Business Objectives: Prioritize the Interests of a Specified List of Stakeholders Further Analysis and Concluding Observations Acknowledgments Bibliography Part III: THEORIES OF THE FIRM Chapter 8: Corporate Law as a Solution to Team Production Problems Introduction The Team Production Problem Board Governance Under Corporate Law New Theory and Evidence Supporting the Idea that Boards Should Play a Mediating Role Empirical Evidence The Tilt Toward Shareholders Bibliography Chapter 9: Corporations as Sempiternal Legal Persons Introduction What Corporate Personality can Accomplish: Asset Aggregation and Lock-In Economic Advantages of Asset Lock-In Perpetual Life Intergenerational Equity and the Problem of Obstacles to Intergenerational Altruism Corporate Entities as Vehicles for Altruistically Transferring Resources to Future Generations The Role of Public Companies with Transferable Shares and Fundamental Value Efficient Pricing The Public Corporation Becomes a Wormhole in Time for Efficient Intergenerational Exchange When Markets are not Perfectly Efficient, Shareholder Primacy Thinking Threatens Sempiternal Corporations Are Sempiternal Business Corporations Already Disappearing? Conclusion Bibliography Part IV: POLITICAL THEORIES OF THE CORPORATION Chapter 10: Finance Capitalism, the Financialized Corporation, and Countervailing Power Introduction The Triumph of the Regulatory State and Liberal Market Capitalism False Promise: Countervailing Power, Pluralism, and the Post-War Political Economy The Unraveling of the Post-War Order and the Underside of American Exceptionalism Finance Capitalism, Corporate Governance, and Countervailing Power in the New Gilded Age Conclusion Bibliography Chapter 11: The Neoliberal Corporation Classical Liberal Criticism of the Corporation The “Privatization” of the Corporation, and Progressive Critique The Birth of Neoliberalism The Corporation in First Wave Neoliberalism The Free Market Study The Corporation in Second Wave Neoliberalism, and Critique The Game Theory Regrounding of Neoliberalism The Corporation in Third Wave Neoliberalism Influence on Delaware Corporate Law Consequences of Shareholder Primacy Conclusion Bibliography Chapter 12: Theorizing the Corporation: Liberal, confucian, and socialist perspectives Introduction Ideologies and Political Economies Liberalism Confucianism Socialism Theories of Enterprise Organization Liberalism: Economic Theories of the Firm Confucianism: Kinship Theories of the Firm Socialism: Political Theories of the Firm Economic Theories, Legal Fictions Conclusion Acknowledgments Bibliography Part V: STRATEGIES OF CONTEMPORARY CORPORATIONS Chapter 13: Global Corporations and Global Value Chains: The disaggregation of corporations? Introduction Human Rights and Modern Slavery Global Value Chains or Global Inequality Chains? Responsibility in Global Value Chains Theoretical Analysis of GlobalValue Chains Institutional Theory Stakeholder Theory Legitimacy Theory Marxist Theory The Disaggregation of the Global Value Chain Apple Inc.: An Iconic Corporation Apple as a Monopsony Apple and Foxconn: Supply Chain Issues Apple and Foxconn’s Response: The Supplier Responsibility Program Unresolved Dilemmas The Financialization of Apple Apple Changes Tune? Conclusions Bibliography Chapter 14: Growth Strategies of the New Multinationals Introduction The New Multinationals and the Theory of the Multinational Firm Enter the “New” Multinationals Competitive Capabilities of the New Multinationals Executing before Strategizing Catering to the Niches Scaling to Win Embracing Chaos Acquiring Smart Expanding with Abandon Taking on the Sacred Cows Conclusion Bibliography Part VI: DIVERSITY OF INSTITUTIONS AND CORPORATIONS Chapter 15: Corporations,Organization, and Human Actionan an thropological critique of agency theory Introduction The Model of Economic Action: Hypotheses from Classical Economists to Modern Economists of Organizations Agency Theory: A Brief Overview Agency Theory: An Anthropological Critique The Economic Vision: A Part and Partial Vision of Human Action The Anthropological Conception of Agency Theory: An Impoverished Vision of Human Action The Agent of Agency Theory: A Human Being Without Emotional Life The Agent of Agency Theory: A Human Without Social Roots The Agent of Agency Theory: A Human Being Without Culture The Agent of Agency Theory: A Human Being Without History The Agent of Agency Theory: An Amoral Human Being Bibliography Chapter 16: The Japanese Corporation: Community, purpose, and strategy Introduction Historical Changes in Share Ownership of Major Japanese Corporations The Adoption of State Capitalism in 1940 Post-War Industrial Reforms and Democratization of Japan Post-War Reconstruction and the Emergence of Cross-Shareholdings Post-1990—After the Collapse of the “Bubble” Economy Share Ownership of Listed Companies in Japan Major Shareholders Cross-Shareholdings Shareholding and Directors Directors and Major Shareholders Reinforcement of Effective Monitoring by Outside Directors and Kansayaku Fiduciary Duties of Board Members The Complex Duties of Directors in Japan Institutional Investors as Catalysts for Change Directors’ Duties Tested Recent Developments and Future Changes Corporate Governance Code: Comply or Shame Conclusion: A Better Social Order? Bibliography Part VII: THE INNOVATIVE CORPORATION Chapter 17: Dynamic Capabilities, the Multinational Corporation, and Capture of Co-created Value from Innovation Introduction The Economic Theory of the MNE and FDI: A Historical Overview Dynamic Capabilities and Cross-Border Market and Business Ecosystem Co-Creation: Toward an Entrepreneurial Theory of the MNE Dynamic Capabilities: Theoretical Building Blocks Dynamic Capabilities and the Theory of the MNE Capabilities and MNE Performance Leveraging Capabilities through Horizontal Expansion The Special Role of Complementary and Co-Specialized Assets Dynamic Capabilities and SCA How and When do MNEs Enter New Geographic Markets? The Role of Headquarters and Subsidiaries Global Distribution of R&D and Innovative Business Ecosystem Location and “Country” Factors and MNE Theory Cross-Border Market and Business Ecosystem Creation and Co-Creation Cross-Border Co-Specialization Market and Business Ecosystem Creation and Co-Creation Appropriability, Entrepreneurial Orchestration and the MNE Concluding Remarks Bibliography Chapter 18: The Theory of Innovative Enterprise: Foundations of economic analysis The Schumpeterian Challenge The Theory of Innovative Enterprise The Illogical Monopoly Model Implications of the Theory of Innovative Enterprise Methodology Ideology Institutions Bibliography Chapter 19: Corporations In the Clouds?: The transformation of the corporation in an era of disruptive innovations Introduction Conceptions of Corporate Innovation “Disruptive Innovation” Innovation Dichotomies Focus Drivers Type Source From Open Innovation to Co-Innovation Current Methods and Models of Corporate Innovation The Logic of the Startup: From Disruption to “Lean” Acceleration and Incubation: Creating Ecosystems, Participating in Ecosystems Generating and Sourcing New Ideas Internally Open Innovation Design Thinking Multidisciplinary Teams, Networks, and Social Capital Cases/Examples Technology: 3D Printing, Drones, Blockchain,and Artificial Intelligence (AI) 3D Printing Drones Blockchain and AI Process: Open Innovation and the Co-Innovation of Professional Services Model: Business Model Development from Collaboration Consumption to Platform Capitalism Movements: Sharing Economy to Circular Economy to Social Economy Conclusion: Innovating with Purpose? Or the Collapse of the Corporation? Bibliography Part VIII: THE RESPONSIBLE CORPORATION Chapter 20: The Changing Nature of The Corporation and The Economic Theory of The Firm Introduction Contemporary Challenges The Knowledge Economy Lower Cost of Information Handling Increasing Knowledge Dispersal Increasing Importance of Human Capital Corporate Social Responsibility Rejection of Shareholder Primacy Emphasis on Sustainability Trend Toward CSR Disclosure The Challenges in the Light of the Economic Theory of the Firm Applying the Theory of the Firm as an Interpretive Lens Lower Cost of Information Handling Increasing Knowledge Dispersal The Increasing Importance of Human Capital Rejecting Shareholder Primacy Emphasis on Sustainability CSR Disclosure Shared Themes Implied by the Knowledge Economy and CSR Concluding Discussion The Theory of the Firm and the Contemporary Corporation Implications for Future Research on the Corporation Team Production The Firm’s Objectives Internal Organization when Contracts are Incomplete Conclusions Bibliography Chapter 21: Corporate Responsibility and the Embedded Firm: A critical reappraisal Introduction Shifting Political Power: The Recent Origins of Corporate Responsibility Theory The Neoliberal and Financialized Firm The Neoliberal Firm The Financialized Firm within the Financialized, Global Economy Globalization of the Economy Karl Polanyi and the Corporate Responsibility Movement Corporate Responsibility Today: An appraisal Conclusion Bibliography Part IX: THE SUSTAINABLE CORPORATION Chapter 22: The Greening of the Corporation Introduction Greenwashing the Corporation Examples of the Inherent Disasters of Greenwashing The Global Consequences of Climate Change Systemic Risks Committing to the Paris Agreement New Paradigms of Directors’ Duties The Changing Landscape of Fiduciary Duty in the Twenty-First Century International Agencies Market Indices Business and Civil Society Initiatives Changing Strategies and Practices in Industries and Companies: Decarbonized, Decentralized, and Digital Innovation for Sustainability The Circular Economy Natural Capital Conclusions Bibliography Chapter 23: Corporate Sustainability In A Fragile Planet Global Market Challenges Driving Change Risk and Resilience in the Anthropocene The New Institutional Infrastructure Defining and Classifying Business Sustainability New Business Models Visions for a New Economy Spotlight on Environment Circular Economy: Sustainability in Practice Spotlight on Social Sharing Economy Critique Integrated Models Profits with Purpose or Purpose for Profit? Conclusion Bibliography Web References Part X: THE FUTURE OF THE CORPORATION Chapter 24: Transcending The Corporation: Social enterprise, cooperatives, and commons-based governance Introduction Social Enterprise Cooperatives Commons-Based Governance The Corporation as Commons Cooperatives as Operationalizing the Commons Social Enterprise as Operationalizing the Commons Governance Experiments in Food Initiatives: ad hoc Innovation in Corporate Forms Conclusion: Commons-Based Governance or Institutional Pluralism in Flux? Bibliography Chapter 25: The Evolution of Corporate Form: From shareholders’ property to the corporation as commons Introduction Juridical Form and the Theory of the Firm The Emergence of Corporate Personality Corporate Law: Entity Shielding and Capital Lock-In Employment and Fiscal Law: Enterprise Liability and Risk Diffusion The Firm as Shareholder Property: Legacy of the Partnership Model? Beyond Agency Theory: The Corporation as Commons Limitations of Agency Theory The Juridical Structure of the Firm The Corporation as Commons Conclusion Bibliography Index The Oxford Handbook of the Corporation assesses the contemporary relevance, purpose, and performance of the corporation. The corporation is one of the most significant, if contested, innovations in human history, and the direction and effectiveness of corporate law, corporate governance, and corporate performance are being challenged as never before. Continuously evolving, the corporation as the primary instrument for wealth generation in contemporary economies demands frequent assessment and reinterpretation. 0The focus of this work is the transformative impact of innovation and change upon corporate structure, purpose, and operation. Corporate innovation is at the heart of the value creation process in increasingly internationalized and competitive market economies, and corporations today are embedded in a world of complex global supply chains and rising state and state-directed capitalism. In questioning the fundamental purpose and performance of the corporation, this Handbook continues a tradition commenced by Berle and Means, and contributed to by generations of business scholars. What is the corporation and what is it becoming? How do we define its form and purpose and how are these changing? To whom is the corporation responsible, and who should judge the ultimate performance of corporations? By investigating the origins, development, strategies, and theories of corporations, this volume addresses such questions to provide a richer theoretical account of the topic