Fiduciary Duties and the Shareholder-Management Relation: or, What's so Special About Shareholders?
-
Published:1994-10
Issue:4
Volume:4
Page:393-407
-
ISSN:1052-150X
-
Container-title:Business Ethics Quarterly
-
language:en
-
Short-container-title:Bus Ethics Q
Author:
Boatright John R.
Abstract
Abstract: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.
Publisher
Cambridge University Press (CUP)
Subject
Economics and Econometrics,Philosophy,General Business, Management and Accounting
Cited by
198 articles.
订阅此论文施引文献
订阅此论文施引文献,注册后可以免费订阅5篇论文的施引文献,订阅后可以查看论文全部施引文献
1. Toward Humanistic Business Ethics;Business & Society;2023-07-27
2. What Is a Market Economy?;Living with the Invisible Hand;2023-05-07
3. Conclusion;Living with the Invisible Hand;2023-05-07
4. Copyright Page;Living with the Invisible Hand;2023-05-07
5. An Intermediated Market Arrangement;Living with the Invisible Hand;2023-05-07