How should we understand the relation between corporate agency, corporate moral agency and corporate moral patienthood? For some time, corporations have been treated as increasingly ontologically and morally sophisticated in the literature. To explore the limits of this treatment, I start off by redeveloping and defending a reductio that historically has been aimed at accounts of corporate agency which entail that corporations count as moral patients. More specifically, I argue that standard agents are due a certain type of moral concern, (...) but corporate agents are not due that type of concern, so they are not agents of, at least, the standard type. Diagnosis: because corporations plausibly lack qualia, they are ‘zombie agents’ that mimic real agents. This explains why they are neither standard agents nor standard moral patients: they are not standard agents because they lack mental states, and because they lack experiences, they are, at best, morally notable rather than morally respectable. However, I then argue that we nevertheless have instrumental reasons to include them in our moral responsibility practices, both because that is what notability involves and bluffingly, and both when it comes to treating them as moral agents and as moral patients. Hence, we may treat corporations as part of our moral responsibility practices to a limited extent anyway. (shrink)

Does Kantian moral agency require phenomenal consciousness? More to the point, can firms (and other highly organized collectives) be Kantian moral agents—bound by Kantian obligations—in the absence of consciousness? After sketching the mechanics of my account of corporate agents, I consider three increasingly demanding accounts of Kantian moral agency, concluding that corporate agents can meet each successively higher threshold. They can (1) act on universalizable principles and treat humanity as an end in itself; (2) give such principlesto themselves,treattheir own‘humanity’ as (...) an end itself, and act out of respect for the law; and (3) to the extent necessary, draw on empathically generated information and insights to inflect their performance, all in the absence of phenomenal consciousness. I close by rejecting two further arguments that phenomenal consciousness is nonetheless conceptually or practically necessary for Kantian moral agency. (shrink)

While researchers in business ethics, moral philosophy, and jurisprudence have advanced the study of corporate agency, there have been very few attempts to bring together insights from these and other disciplines in the pages of the Journal of Business Ethics. By introducing to an audience of business ethics scholars the work of outstanding authors working outside the field, this interdisciplinary special issue addresses this lacuna. Its aim is to encourage the formulation of innovative arguments that reinvigorate the study of corporate (...) agency and stimulate further cross-fertilization of ideas between business ethics, law, philosophy, and other disciplines. (shrink)

Much has been written about what corporations owe society and whether it is appropriate to hold them responsible. In contrast, little has been written about whether anything is owed to corporations apart from what is owed to their members. And when this question has been addressed, the answer has always been that corporations are not worthy of any distinct moral consideration. This is even claimed by proponents of corporate agency. In this paper, I argue that proponents of corporate agency should (...) recognize corporations as worthy of moral consideration. Though particular views of moral status are often taken for granted in the literature, corporations can satisfy many views of moral status given the capacities often ascribed to them. They can even meet the conditions of the views assumed. I conclude by suggesting that recognizing the moral status of corporations may not be as drastic or harmful as we might imagine. (shrink)

Much recent work in applied legal and political theory has been preoccupied with the problem of the moral status of business organizations and corporations, and of the nature of their agency and personality. On the one hand, moral rights, such as rights to freedom and autonomy, are paradigmatically ascribed to natural, human persons; moral responsibility analogously seems therefore paradigmatically applicable to individuals. Organizations seemingly have no will or mind, no human feelings such as pleasure, pain, shame, and remorse. How can (...) the language of rights and responsibility be applicable to them? On the other hand, it seems to be a fact that business organizations often do things that we human beings do—make deals, sign contracts, cause harm, and issue apologies. In ordinary and in legal discourse all the time we hear such things as, “Miller's Pulp Mill is responsible for its corrupt environmental practice”; “Philip Cosmetics Ltd. has the right to advertise its products”; and “Sunligt Co. is accountable for its irresponsible behavior.” How then are we to understand the attributions of organizational agency, personality, and responsibility that these statements presuppose? Are the predicates in these statements to be taken as having the same intension, or the same force, as similar ones predicated on natural persons? Or are the predications to be seen as extensions of meaning, justified or not? Or as exotic metaphors with no factual implications? (shrink)

This essay provides a critical overview of the debate about corporate moral responsibility. Parties to the debate address whether corporations are the kinds of entities that can be blamed when they cause unjustified harm. Proponents of CMR argue that corporations satisfy the conditions for moral agency and so they are fit for blame. Their opponents respond that corporations lack one or more of the capacities necessary for moral agency. I review the arguments on both sides and conclude ultimately that what (...) divides the two is not so much competing conceptions of the corporation as it is disagreement about what moral agency requires. Homing in on the real site of contention will, it is hoped, allow future participants in the debate to focus their efforts more productively. (shrink)

Ethicists and legal theorists have proposed models of corporate culpability that shift the standard of guilt determination from vicariousattribution of individual action and intention to an assessment of culture, policies, as well as organizational action and inaction. This paper briefly reviews four prominent models of corporate culpability, arguing that each makes claims that extend well beyond the limits of existing law. As an alternative to these models, a constructive corporate fault is described that relies on both objective and subjective reasonableness (...) judgments. The paper concludes with a consideration of constructive corporate fault in relation to an Accountability model of corporate liability. (shrink)

The rational-agent frame of reference for the analysis of corporate strategic decision-making may be expanded to a moral-agent perspective where decision content is seen as comprising both commercial and ethical factors. Relevant factors may then be classified on the basis of the ethical decision principles to which they relate: rational-egoism, self-referential altruism or deontology. This approach is then applied to the problem of decision support for strategic divestment by MNCs.

The debate concerning corporate moral agency is normally conducted through philosophical arguments in articles which argue from only one point of view. This paper summarises both the arguments for and against corporate moral agency and concludes from this that the arguments in favour have more weight. The paper also addresses the way in which the law in the U.K. and the U.S.A. currently views this issue and shows how it is supportive of the concept of corporate moral agency. The paper (...) concludes by considering the implications of the debate for business ethics in general, and stakeholder theory and virtue ethics in particular. (shrink)

Most business ethicists maintain that corporate actors are subject to a variety of moral obligations. However, there is a persistent and underappreciated concern that the competitive pressures of the market somehow provide corporate actors with a far-reaching excuse from meeting these obligations. Here, we assess this concern. Blending resources from the history of philosophy and strategic management, we demonstrate the assumptions required for and limits of this excuse. Applying the idea of ‘the state of nature’ from Thomas Hobbes, we suggest (...) that corporate actors would be excused from duties if complying with them threatened their vital interests. We show how this excuse is not available for most individuals within firms; instead, it is an excuse perhaps available to firms themselves, but only given substantive assumptions about corporate personhood. For those willing to make these assumptions, we apply the competitive advantage construct to delimit the scope of this excuse. We suggest that firms are excused from fulfilling an obligation when complying leads to a competitive disadvantage, as this imperils the firm’s vital interests. After revealing why this excuse does not generalize, we conclude by considering when we should reform the market to avoid the legitimacy of this excuse. (shrink)

In his 2007 Ethics article, “Responsibility Incorporated,” Philip Pettit argued that corporations qualify as morally responsible agents because they possess autonomy, normative judgment, and the capacity for self-control. Although there is ongoing debate over whether corporations have these capacities, both proponents and opponents of corporate moral agency appear to agree that Pettit correctly identified the requirements for moral agency. In this article, I do not take issue with either the claim that autonomy, normative judgment, and self-control are the requirements for (...) moral agency or the claim that corporations possess them. I claim that if both of these claims are correct, then corporate moral agency entails that, in a liberal democracy, corporations should have the right to vote. I show that under the conception of democracy supported by most liberal political theorists, all parties subject to the law are entitled to the right to vote, and all parties that possess autonomy, normative judgment, and self-control are subject to the law. Therefore, if the proponents of corporate moral agency are correct, then corporations satisfy the requirements for the right to vote. I then consider potential objections to this argument. I show that the strongest objection to the corporate right to vote is undermined by Pettit’s own argument for corporate autonomy. I then show that objections derived from other arguments for limiting the rights of corporations are equally unavailing. I conclude with some observations about the implications of my argument for the question of corporate speech rights. (shrink)

For centuries in the UK and elsewhere, charities have been widely regarded as admirable and virtuous organisations. Business corporations, by contrast, have been characterised in the popular imagination as entities that lack a capacity for moral judgement. Drawing on the philosophical literature on the moral agency of organisations, we examine how the law shapes the ability of charities and business corporations headquartered in England to exercise moral agency. Paradoxically, we find that charities are legally constrained in exercising moral agency in (...) ways in which business corporations are not. Implications for charities and business corporations are then explored. (shrink)

The idea that business firms qualify as group moral agents offers an attractive basis for understanding corporate moral responsibility. However, that idea gives rise to the “corporate autonomy problem” (CAP): if firms are moral agents, then it seems we must accept the implausible conclusion that firms have basic moral rights, such as the rights to life and liberty. The question, then, is how one might retain the fruitful idea of firms as moral agents, yet avoid CAP. A common approach to (...) avoiding CAP appeals to specific features of human embodiment, such as vulnerability to pain, as the basis for attributing moral rights to human persons but not to firms. But that response has less purchase in a Kantian framework, which does not ground moral status in such particularities of human embodiment, but rather in the rational nature that humans share with other rational beings. To avoid CAP while retaining a (broadly) Kantian framework, one does better to rely on features of firms as cooperative, compositionally derivative moral agents, created for the pursuit of specific ends. As derivative agents, firms do not qualify as Kantian ends in themselves, and thus are not appropriate bearers of basic moral rights. To further clarify the level of consideration we owe to firms, I draw on Darwall’s distinction between recognition respect and moral esteem, arguing that we should not respect firms as unconditional ends in themselves, but rather esteem morally autonomous firms as collective achievements of their human members. (shrink)

This section aims to summarize and conclude Part I in the form of a taxonomy of legitimate and illegitimate corporate moral responsibility attributions. I believe we can categorise four types of corporate moral responsibility attributions two of which are legitimate and two which are illegitimate with regard to our concept of moral agency and our moral intuition of fairness.

Models of moral responsibility rely on foundational views about moral agency. Many scholars believe that only humans can be moral agents, and therefore business needs to create models that foster greater receptivity to others through ethical dialog. This view leads to a difficulty if no specific person is the sole causal agent for an act, or if something comes about through aggregated action in a corporate setting. An alternate approach suggests that corporations are moral agents sufficiently like humans to be (...) treated as persons, which leads to questions of intentionality and the organizational structure required to support the claim. In this article, I make an intermediate claim combining Goodpaster and Matthews' (60:132–141, 1982 ) view that a corporation may have a moral culture which affects subjective choices, with those of Painter-Morland (17(3):515–534, 2007 ) who points out that we should move from a model that posits discrete persons acting on each other to one where morality comes about through shared experience between agents who participate in each other’s lives. I argue that the discussion has been trapped in traditional dichotomies, and is better served by language that more accurately represents the dynamic interplay between organization and individual. I underwrite this claim by looking at recent changes in British and American legal approaches to corporate responsibility. These provide greater incentives for owners and business leaders to encourage employees to discuss the reflexive nature of legal and moral responsibility in business, facilitate workers to voice their moral concerns, and create structures and processes that allow those concerns to be heard. (shrink)

The 1980s witnessed a dramatic increase in hostile takeovers in the United States. Proponents argue that well- planned mergers enhance the value of the firm and the value of the firm to society. Critics typically argue that undesired takeovers ultimately harm society due to external costs not borne by the acquiring firm. To be socially responsible, the manager must consider the effects of the merger/acquisition on all stakeholders. Different traditional ethical frameworks for decision making are proposed and reviewed. A model (...) is proposed. (shrink)

An emerging body of research recognizes the importance of the past and history for corporate social responsibility scholarship and practice. However, the meanings that scholars and practitioners can ascribe to the past and history differ fundamentally, posing challenges to the integration of history and CSR thinking. This essay reviews diverse approaches and proposes a broad conceptualization of the relationship between the past, history, and CSR. We suggest historical CSR as an umbrella term that comprises three distinct theoretical perspectives. The “past-of-CSR” (...) perspective is concerned with the history of CSR and business ethics as a set of concepts and practices. The “past-in-CSR” perspective involves employing empirical historical research to substantiate and elaborate CSR concepts and theories. Finally, the “past-as-CSR” perspective seeks to understand the past as a living, yet contested, facet of current organizations, influencing contemporary perceptions of corporate and managerial responsibility. We then elaborate on conceptual issues and paths that may prove useful for future research. In all, this essay and the thematic symposium it precedes strive to deepen and broaden the salience of the past and history for thinking about business ethics and business responsibilities. (shrink)

The following pair of claims is standardly endorsed by philosophers working on group agency: (1) groups are capable of irreducible moral agency and, therefore, can be blameworthy; (2) groups are not capable of irreducible moral patiency, and, therefore, lack moral rights. This paper argues that the best case for (1) brings (2) into question. Section 2 paints the standard picture, on which groups’ blameworthiness derives from their functionalist or interpretivist moral agency, while their lack of moral rights derives from their (...) lack of sentience. In Section 3, I add support to a recent argument that this standard picture needs alteration: groups’ blameworthiness requires something akin to sentience, which groups acquire from members. Section 4 discusses rights: if groups acquire sentience from members, as Section 3 argues, then can groups have moral rights? I argue that they can, but that groups have only a limited range of moral rights, whose existence depends on (without being ontologically or justificatorily reducible to) the attitudes and actions of humans. (shrink)

We present asecond-personalaccount of corporate moral agency. This approach is in contrast to thefirst-personalapproach adopted in much of the existing literature, which concentrates on the corporation’s ability to identify moral reasons for itself. Our account treats relationships and communications as the fundamental building blocks of moral agency. The second-personal account rests on a framework developed by Darwall. Its central requirement is that corporations be capable of recognizing the authority relations that they have with other moral agents. We discuss the relevance (...) of corporate affect, corporate communications, and corporate culture to the second-personal account. The second-personal account yields a new way to specify first-personal criteria for moral agency, and it generates fresh insights into the reasons those criteria matter. In addition, a second-personal analysis implies that moral agency is partly a matter of policy, and it provides a fresh perspective on corporate punishment. (shrink)

Corporate Social Responsibility (CSR) has been traditionally framed within business ethics as a discourse attempting to identify certain moral responsibilities of corporations (as well as get these corporations to fulfill their responsibilities). This theory has often been normatively grounded in the idea that a corporation is (or ought to be treated as) a moral agent. I argue that it is a mistake to think of (or treat) corporations as moral agents, and that CSR’s impotency is a direct result of this (...) mistake. I then outline a distinction between business ethics and business politics, arguing that CSR might be better framed as a political goal – one which might be able to take better advantage of the resources of corporate governance and a renewed (albeit shifted) focus on agency theory. (shrink)

The history of corporations in the United States (U.S.) is much older than the country, as it must be understood in the context of the history of peoples of Europe who eventually dominated the North American continent in the seventeenth and eighteenth centuries. These European settlers came, in part, to achieve economic prosperity for themselves and, in many cases, for early forerunners of the modern corporation. These business organizations had predecessors in Europe millennia earlier as ancient Romans had developed a (...) functional and successful form of corporation for the purpose of conducting commerce in the Roman Empire. In the decades that followed the founding of the U.S. in 1776, corporations evolved from rare, small, closely controlled business organizations with a multitude of restrictions to very large, very powerful modern institutions that enjoy many of the legal rights of humans. With this evolution came ethical issues, as (1) the ethical distance was altered between corporate decision-makers and those affected by those decisions, and (2) many of the legal rights of individual humans were extended, through litigation, to corporations. This article explains the historical development of the U.S. corporation and identifies 20 Critical Events in the Ethics of Corporation History (CEECH). An understanding of these historical events may facilitate comprehension of many of the current ethical issues associated with a legal organizational form that profoundly affects business and society. (shrink)

Issues management (IM) is becoming widely accepted in the business-and-society literature as a policy tool to enhance the social performance of corporations. Its acceptance is based on the presumption that firms have incorporated ethical norms into their decision-making process. This paper argues that IM is simply a technique to identify, analyze, and respond to social issues. It can be used either to improve or forestall corporate social performance. Different values will steer IM practitioners in different policy directions.If IM is to (...) be more than a social gadget, designed to promote the firm's narrow economic objectives, it must be self-consciously grounded in ethics. Stakeholder analysis and the comprehensive corporate ethic are concepts that can help forge links between ethics and the administrative process, between values and decision-making in IM. (shrink)

The rational-agent frame of reference for the analysis of corporate strategic decision-making may be expanded to a moral-agent perspective where decision content is seen as comprising both commercial and ethical factors. Relevant factors may then be classified on the basis of the ethical decision principles to which they relate: rational-egoism, self-referential altruism or deontology. This approach is then applied to the problem of decision support for strategic divestment by MNCs.

A central claim in stakeholder theory is that, if we see stakeholders as human beings, we will attribute higher moral standing or show more moral consideration to stakeholders. But would the same hold for firms? In this paper, I apply the concepts of humanization and moral standing to firms, and I predict that individuals attribute higher moral standing to stakeholder-oriented than to profit-oriented firms, because individuals attribute more experience to stakeholder-oriented than to profit-oriented firms. Five experiments support these predictions across (...) different operationalizations of stakeholder and profit orientations. The analyses show that moral standing attributions are not fully explained by attributions of agency to firms, or by attributions of experience or agency to human stakeholders. By unearthing the importance of experience attributions for moral standing attributions to firms, this work provides novel insights in ongoing legal, philosophical and public debates related to firms’ moral standing. The findings also bring the debate about firms’ moral standing to the heart of stakeholder theory, and lead to new normative and descriptive research questions about the interests of firms and their stakeholders. (shrink)