CORPORATE LAW AND THE ROLE OF CORPORATIONS IN SOCIETY: MONISM, PLURALISM, MARKETS AND POLITICS

Abstract

In light of the Supreme Court’s decision in Peoples Department Stores v. Wise, the author examines the debate in corporate law as to whether corporate managers should be concerned exclusively with the pursuit of wealth for the stockholders, or whether they should be thought of as having a broader mandate. Although the normative debate has been inconclusive within the corporate law academy, the author argues that it may usefully be recharacterized as a debate about the respective roles of two modalities of social decision-making: markets and politics. The advantage of this redescription is that it brings to the fore considerations that are overlooked or misconceived in the debate as it is conventionally structured.