The claim that managers have a fiduciary duty to shareholders to run the corporation in their interests is generally supported by two arguments: that shareholders are owners of a corporation and that they have a contract or agency relation with management. The latter argument is used by Kenneth E. Goodpaster, who rejects a multi-fiduciary, stakeholder approach on the grounds that the shareholder-management relation is “ethically different” because of its fiduciary character. Both of these arguments provide an inadequate basis for the (...) fiduciary duties of officers and directors of corporations. The basis is to be found, rather, in considerations of public policy, a point that was established in the Dodd-Berle exchange of the 1930s. This conclusion also shows the inadequacy of Goodpaster’s solution to the so-called stakeholder paradox, and an alternative solution to the paradox is presented. (shrink)

This first edition of this book was a broad study, drawing on a wide range of published research and historical evidence, of the enormous stock market boom that started around 1982 and picked up incredible speed after 1995. Although it took as its specific starting point this ongoing boom, it placed it in the context of stock market booms generally, and it also made concrete suggestions regarding policy changes that should be initiated in response to this and other such booms. (...) The book argued that the boom represents a speculative bubble, not grounded in sensible economic fundamentals. Part one of the book considered structural factors behind the boom. A list of twelve precipitating factors that appear to be its ultimate causes was given. Amplification mechanisms, naturally-occurring Ponzi processes, that enlarge the effects of these precipitating factors, were described. Part Two discussed cultural factors, the effects of the news media, and of "new era" economic thinking. Part Three discussed psychological factors, psychological anchors for the market and herd behavior. Part Four discussed attempts to rationalize exuberance: efficient markets theory and theories that investors are learning. Part Five presented policy options and actions that should be taken. The second edition, 2005, added an analysis of the real estate bubble as similar to the stock market bubble that preceded it, and warned that "Significant further rises in these markets could lead, eventually, to even more significant declines. The bad outcome could be that eventual declines would result in a substantial increase in the rate of personal bankruptcies, which could lead to a secondary string of bankruptcies of financial institutions as well. Another long-run consequence could be a decline in consumer and business confidence, and another, possibly worldwide, recession." Thus, the second edition of this book was among the first to warn of the global financial crisis that began with the subprime mortgage debacle in 2007. (shrink)

_Conscience and Corporate Culture_ advances the constructive dialogue on a moral conscience for corporations. Written for educators in the field of business ethics and practicing corporate executives, the book serves as a platform on a subject profoundly difficult and timely. Written from the unique vantage point of an author who is a philosopher, professor of business administration, and a corporate consultant A vital resource for both educators in the field of business ethics and practicing corporate executives Forwards the constructive dialogue (...) on a moral conscience for corporations Offers a philosophical and practical approach to considering business ethics. (shrink)

The promise and the peril of our are inextricably linked with the promise and the peril of modern science. On the one hand, the spread of knowledge has overcome superstition and reduce fear born of ignorance, and the application of science through technology has made life less poor, nasty, brutish and short.

As each week beings more stories of doctors, lawyers and other professionals abusing their powers, while clients demand extra services as at a time of shrinking resources; it is imperative that all practising professionals have an understanding of professional ethics. In _The Ground of Profesional Ethics_, Daryl Koehn discusses the practical issues in depth, such as the level of service clients can justifiably expect from professionals, when service to a client may be legitimately terminated and circumstances in which client confidences (...) can be broken. She argues that, while clients may legitimately expect professionals to promote their interests, professionals are not morally bound to do whatever a client wants. _The Ground of Professional Ethics_ is important reading for all practising professionals, as well as those who study or have an interest in the subject of professional ethics. (shrink)

This article adds to the discussion of the legitimation of stakeholding, by studying the implications of investing financial assets, years of labor, community resources, or other such scarce goods in a corporation. It attempts to respond to those who argue that it is not possible for all stakeholders to be effectively represented in corporate governance and that if they were, this would undermine the well-being of the corporation.

Preliminary definitions and distinctions -- Causes of unintended consequences -- The challenges unintended consequences pose for standard moral frameworks -- Possible ethical remedies.