TY  - CHAP
AB  - Abstract Business corporations (and unincorporated joint-stock companies) formed in Britain and the United States in the eighteenth century and the first half of the nineteenth century were lightly regulated by today’s standards and, as startups, sold equity directly to investors without the aid of intermediaries, yet they suffered relatively few governance breakdowns. That is because republican government-style checks against the arbitrary power of any group of stakeholders (managers, blockholders, directors) suffused their founding documents (charters/constitutions, articles of agreement, bylaws), raising the expected costs of defalcation above the expected benefits. Over the latter half of the nineteenth century, however, the original checks disintegrated. They were functionally replaced twice, first by financial capitalism a la J. P. Morgan, then by corporate raiders and takeover specialists like KKR, but politicians neutralized the first and managers (and judges) the second, leaving many widely held corporations today under the control of CEOs/Board Chairmen who can self-deal with near impunity and have apparent incentives to do so. A return to the precepts of the republican model could help to improve governance outcomes in the future.
VL  - 18
SN  - 978-1-78560-355-6, 978-1-78560-354-9/1569-3732
DO  - 10.1108/S1569-373220150000018003
UR  - https://doi.org/10.1108/S1569-373220150000018003
AU  - Wright Robert E.
PY  - 2015
Y1  - 2015/01/01
TI  - Devolution of the Republican Model of Anglo-American Corporate Governance
T2  - International Corporate Governance
T3  - Advances in Financial Economics
PB  - Emerald Group Publishing Limited
SP  - 65
EP  - 80
Y2  - 2024/04/25
ER  -