The use of the nomer ‘corporate’ is hardly an issue in contemporary scholarship on corporate governance. I will argue that this nomer is important for two main reasons. First, the corporate form distinguishes itself from any other form of business representation. In this sense, it is important to know exactly how this form is different to understand how conceptions of ‘corporate governance’ relate to different forms of representation. Second, it is my contention that the use of a particular understanding of (...) incorporation directly informs the concept of internal governance in terms of constituency, structure, ownership and the locus of corporate agency. It is in this sense that I argue that the identification of corporate constituencies and the allocation of agency and ownership is a precondition of business ethics. With this aim in mind, I explore the governance in corporations as the result of the legal understanding of incorporation and the separate legal entity. I explore two historical positions from which five legal positions on the separate legal entity can be derived. These five positions provide reference points for the attribution of ownership and agency between the separate legal entity and the aggregation of individuals that together make up the corporation. Incorporation, as the legal act that constitutes the corporation, can then be shown to adopt multiple and mutually exclusive positions. These positions are central to the debate on the respective claims to agency and ownership between the separate legal entity and the aggregation of individuals. I then end the article by arguing that all concepts of incorporation create legal and economic issues regarding the allocation of ownership and agency, which makes their understanding and the choice behind them important for theories of governance. (shrink)

The use of the nomer ‘corporate’ is hardly an issue in contemporary scholarship on corporate governance. I will argue that this nomer is important for two main reasons. First, the corporate form distinguishes itself from any other form of business representation. In this sense, it is important to know exactly how this form is different to understand how conceptions of ‘corporate governance’ relate to different forms of representation. Second, it is my contention that the use of a particular understanding of (...) incorporation directly informs the concept of internal governance in terms of constituency, structure, ownership and the locus of corporate agency. It is in this sense that I argue that the identification of corporate constituencies and the allocation of agency and ownership is a precondition of business ethics. With this aim in mind, I explore the governance in corporations as the result of the legal understanding of incorporation and the separate legal entity. I explore two historical positions from which five legal positions on the separate legal entity can be derived. These five positions provide reference points for the attribution of ownership and agency between the separate legal entity and the aggregation of individuals that together make up the corporation. Incorporation, as the legal act that constitutes the corporation, can then be shown to adopt multiple and mutually exclusive positions. These positions are central to the debate on the respective claims to agency and ownership between the separate legal entity and the aggregation of individuals. I then end the article by arguing that all concepts of incorporation create legal and economic issues regarding the allocation of ownership and agency, which makes their understanding and the choice behind them important for theories of governance. (shrink)

Many social theorists hold that the corporation is the key institution of the modern world. Novak wrote four books on the corporation, viewing it as the chief instrument of innovation within “democratic capitalism”, and the concrete entity in which its three systems (political, economic, moral-cultural) converge. We look at Novak’s account with its roots in Maritain, and at Novak’s intention to ground this account in the ideals of the American Founding, and in a Christian understanding of grace. “The corporation” turns (...) out to be an excellent pathway into Novak’s thought and a safeguard against some fundamental mistakes in interpreting him. (shrink)

This essay discusses the origins, biases, and effects on contemporary discussions of economics and ethics of the unexamined use of the metaphor an economy is a machine. Both neoliberal economics and many critiques of capitalist systems take this metaphor as their starting point. The belief that economies run according to universal laws of motion, however, is shown to be based on a variety of rationalist thinking that – while widely held – is inadequate for explaining lived human experience. Feminist scholarship (...) in the philosophy of science and economics has brought to light some of the biases that have supported the mechanistic worldview. Possible alternatives to the an economy is a machine include an economy is a creative process and an economy is an organism. Such metaphors are intellectually defensible as guides to scientific inquiry and provide a richer ground for moral imagination. (shrink)

While the media and public opinion polls suggest that the state of business ethics is declining, surveys of corporate managers on the subject are less than conclusive. This study presents results of a survey of 487 adult, MBA, and undergraduate business students on the business philosophies of Machiavellianism, Darwinism, Objectivism, Relativism, and Universalism. The findings were consistent with earlier research which showed prospective managers to be less ethical than practicing ones and that women and those reporting a strong religious conviction (...) tend to be more ethical. Explanations and several recommendations for improving the situation are offered.If you saw Atlas... trying to hold the world aloft with the last of his strength, and the greater his effort the heavier the world bore down upon his shoulders — what would you tell him to do? (shrink)

The late influential American intellectual Michael Novak was a self-declared devotee of Reinhold Niebuhr, arguably the foremost twentieth-century American theologian. Novak’s The Spirit of Democratic Capitalism (1982) was an attempt to fill the political-economic lacuna in Niebuhr’s thought. The present article offers a Niebuhrian irony–focused response to Novak’s democratic capitalism in view of climate change as probably the greatest threat facing humanity. Novak quite successfully extended Niebuhrian ideas into a theology-based vision of democratic capitalism as the only political-economic system effective (...) in widely lifting people out of poverty. Yet he failed to acknowledge human-induced climate change as beyond reasonable doubt and rooted in the predominantly American invention of a fossil energy–based capitalist political economy. This article’s thesis is that Novak’s democratic capitalism entails Niebuhrian irony: the virtue it displays about resources becomes a vice due to Novak’s irresponsible post–Spirit of Democratic Capitalism attempt to represent democratic capitalism as innocent of any dangerous climate-change implications. (shrink)

Benedict XVI in Caritas in Veritate advances a positive view of businesses that are hybrids between several traditional categories. He expects that the “logic of gift” that animates civil society infuses the market and the State with relations typical for it—reciprocity, gratuitousness, and solidarity. His theological rationale offers an answer to two questions that have largely remained open in the literature—why hybridization of business occurs and why it is desirable. A rational reconstruction of hybrid enterprise that goes beyond a simple (...) taxonomy of types benefits from the Pope’s call for an intrinsic integration of institutions and processes traditionally attributed to disparate spheres. The relational model of the Trinity defines the unity in diversity that accounts for the benefits of truly hybrid businesses, and the “logic of gift” serves as the agent of integration. (shrink)

Business ethics as an applied inquiry requires an expanded normative method which allows both philosophical and religious ethical considerations to be employed in resolving complex issues or cases. The proposed foundational normative method provides a comprehensive framework composed of major philosophical and religious ethical theories. An extensive rationale from the current trends in business ethics and metaethical considerations supports the development of this method which is illustrated in several case studies. By using this method, scholars and business persons gain greater (...) certitude about the ethical quality of their deliberations and decision making than what may be achieved with current nonsystematic or nascent normative methods. (shrink)