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02579aam a2200265 i 4500 001 55DC1E762E0111EFA856D47D28ECA4DB 003 SILO 005 20240619010048 008 240516s2022 ilu b 000 0 eng d 035 $a (OCoLC)1434058088 040 $a LUI $b eng $e rda $c LUI $d SILO 100 1 $a Miller, Robert T., $e author. 245 10 $a How would directors make business decisions under a stakeholder model? / $c Robert T. Miller. 246 18 $a How would directors make business decisions ... 264 1 $a [Chicago, Illinois] : $b Section of Corporation, Banking and Business Law, American Bar Association , $c 2022. 300 $a pages 773-800 ; $c 28 cm 504 $a Includes bibliographical references. 520 $a Under the stakeholder model of corporate governance, directors may confer benefits on corporate constituencies other than shareholders without regard to whether doing so produces benefits for the shareholders even in the long run. Contrary to what advocates of stakeholder theory often say, stakeholder theory does not put all corporate constituencies on a par, letting directors give equal consideration to the interests of all constituencies. Rather, stakeholder theory uniquely disadvantages shareholders, allowing directors to transfer value from shareholders to other constituencies but never from other constituencies to shareholders. More importantly, although critics of the stakeholder model going back to Berle have complained that the model provides directors with no clear standard by which to make business decisions, this criticism grossly understates the problem. In fact, the stakeholder model says nothing at all about which interests of the various constituencies are legitimate interests, much less about how such interests should be balanced against each other. As a result, the model provides no normative criteria of any kind on the basis of which we can intelligibly say that one business decision is any better--or any worse--than any other. Consequently, under stakeholder theory, every possible decision is as good and as bad as every other possible decision. The stakeholder model is thus not just insufficiently determinate but radically indeterminate. 580 $a Offprint: Business lawyer. Volume 77, number 3 (Summer 2022) 650 0 $a Stockholders. 650 0 $a Corporate governance. 787 1 $t Business lawyer $g Volume 77, number 3 (Summer 2022) $x 0007-6899 $w (OCoLC)01537903 941 $a 1 952 $l OVUX522 $d 20240619011850.0 956 $a http://locator.silo.lib.ia.us/search.cgi?index_0=id&term_0=55DC1E762E0111EFA856D47D28ECA4DBInitiate Another SILO Locator Search