Enlightened Shareholder Value, Stakeholderism, and the Quest for Managerial Accountability

Abstract

An oft-advanced claim by defenders of shareholder primacy is that a move toward stakeholderism would reduce corporate value, and even stakeholder value, because it would increase agency costs. By contrast, the narrow mandate to maximize shareholder value is easy to enforce and monitor, leaving management with little room to slack or self-deal. But this argument neglects that the shareholder primacy mandate has beyond past shareholder wealth maximization and toward an “enlightened” standard that incorporates long-term value and even stakeholder interests. This book chapter discusses how an evolving view of shareholder primacy complicates its best defense. Specifically, directing management to promote long-term value creation undermines shareholder monitoring and enforcement, eroding the traditional agency cost justification. But rather than portending the end of managerial accountability, the enlightened shareholder value standard has necessitated new thinking about accountability in governance. In particular, existing accountability mechanisms have been refashioned to take a broader set of interests into account, helping to ensure fidelity to an enlightened standard. These developments have also laid the foundation for a move toward a stakeholder governance model by rendering its implementation less challenging and costly than its opponents contend.