A new corporate scandal seems to break every day. And not just in America: Canada has its Nortel, Bre-X, Livent, and Hollinger. In this book, Allan Hutchinson insists that a lasting solution to these ills requires more than a rooting out of particular miscreants. We must address the larger organisational structures and culture within which such roguery thrives. What currently passes as "good corporate governance" is a large part of the problem. Hutchinson argues that if we want good corporate citizens, then we must seek a sea change in how we think about corporations, how we constitute them, how we regulate them, and what we expect of them. In light of the enormous power and presence of corporations in Canadian society, there are few more pressing or important items on the contemporary political and social agenda.
The Companies We Keep offers an original and provocative challenge to turn corporations into civic sites for democratic advancement. The whole notion of "governance" implies a public and accountable aspect to the dealings of corporations which recognises continued wealth creation as well as greater popular participation.
The book situates the existence and activities of large corporations within a more encompassing social, political, and economic context. As well as offering a wide-ranging, comparative, and analytical examination of present governance structures, it offers a series of practical, focussed, and precise recommendations for reform. In short, this book is intended to be as much a detailed contribution to public policy and law reform as it is intended to be a general political and economic critique.
Advance praise Hutchinson's arguments [are] a useful primer for those of us who remain convinced that the corporation remains a useful legal construct for mobilizing capital and creating (if not distributing) wealth. His prescriptions reinforce the need for business leadership to restate their social contracts, moving beyond tired, ideological positions to a new level of legitimacy and public acceptance for the corporation as a powerful and self-regenerating vehicle for sustainable enterprise. For that alone, it's worth a read. -Edward Waitzer, Former Chair of the Ontario Securities Commission from 1993 to 1996 The Companies We Keep offers a clear critique of the ways we theorize and practise corporate governance, and a hopeful set of proposals for change. It is a must read for anyone interested in corporate governance in Canada -- and we should all be interested in the subject as the power and influence of corporations expands, and the consequences of how they are governed shapes the governance of society as a whole. -Joel Bakan, Author of The Corporation: The Pathological Pursuit of Profit and Power
The Companies We Keep: An Introduction
PART ONE: SURVEYING THE SCENE
Looking for Good Company: Bubbles and Blemishes
The Adventures of Company: History and Structure
Closing the Gap: The Democractic State We Are In
Size Matters: From Big to Bigger
PART TWO: TAKING STOCK
On Behalf of Shareholders: Private Property and Social Wealth
The (In)Discipline of Markets: Prophets as Profiteers
A Democracy of Elites: Shareholders as Citizens
The Age of Institutions: Rise and Ruse?
PART THREE: MOVING FORWARD
Little Republics: From Corpocracy to Democracy
The Democratic Corporation: Limits and Liabilities
Board Games: Rights and Responsibilities
Calling the Shots: Matters of Membership
Beyond Form: Transparency and Accountability
The Companies We Want: A Conclusion
APPENDIX 1: The Top Sixty Public and Private Canadian Corporations, 2004
APPENDIX 2: A Comparison of Corporate Government in Capitalist Societies
APPENDIX 3: Chart Sources
Tertiary; University or College
Number Of Pages: 372
Published: December 2005
Publisher: Irwin Law Inc
Country of Publication: CA
Dimensions (cm): 22.9 x 15.2
Weight (kg): 0.57