Why Anglo Corporations are Irresponsible, Unethical and Should Not Be Trusted: And How These Problems Can Be Corrected
International Institute for Self-Governance; Sustainable Money Working Group; New Garden City Alliance
May 26, 2004
ISBEE Working Paper
This paper identifies eight reasons why it is rational not to trust large complex Anglo corporations and how these reasons could be removed. First, directors are overloaded with information. Second, directors lack information independent of management to evaluate management and the business. Third, directors are irresponsible as they lack systemic processes to discover when their trust in management might be misplaced. Fourth, directors are given absolute power to legally act unethically in managing their own conflicts of interest. Fifth, dominant shareholders can unfairly extract value through related party transactions. Six, directors can be impotent to act alone and seventh, group loyalty constrains whistle blowing on expropriation by colleagues. Eight, shares can be manipulated and traded covertly. All eight concerns can be removed without any changes in the law by changing corporate constitutions to establish a watchdog board, elect directors by cumulative voting, establish stakeholder councils and introducing sunlight share trading.
Number of Pages in PDF File: 15
Keywords: Conflicts, Cumulative voting, Directors, Governance, Power, Shareholders, Stakeholders Councils, Sunlight trading, Trust, Watchdog board
JEL Classification: D72, D74, D82, G38, K22, L29
Date posted: May 27, 2004
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