In recent weeks, the managers, employees, and
customers of a New England chain of supermarkets called “Market Basket”
have joined together to oppose the board of director’s decision earlier
in the year to oust the chain’s popular chief executive, Arthur T.
Demoulas.
Their demonstrations and boycotts have emptied most of the chain’s seventy stores.
What was so special about Arthur T., as he’s known? Mainly, his
business model. He kept prices lower than his competitors, paid his
employees more, and gave them and his managers more authority.
Late last year he offered customers an additional 4 percent discount,
arguing they could use the money more than the shareholders.
In other words, Arthur T. viewed the company as a joint enterprise
from which everyone should benefit, not just shareholders. Which is why
the board fired him.
It’s far from clear who will win this battle. But, interestingly,
we’re beginning to see the Arthur T. business model pop up all over the
place.
Pantagonia, a large apparel manufacturer based in Ventura,
California, has organized itself as a “B-corporation.” That’s a
for-profit company whose articles of incorporation require it to take
into account the interests of workers, the community, and the
environment, as well as shareholders.
The performance of B-corporations according to this measure is
regularly reviewed and certified by a nonprofit entity called B Lab.
To date, over 500 companies in sixty industries have been certified
as B-corporations, including the household products firm “Seventh
Generation.”
In addition, 27 states have passed laws allowing companies to
incorporate as “benefit corporations.” This gives directors legal
protection to consider the interests of all stakeholders rather than
just the shareholders who elected them.
We may be witnessing the beginning of a return to a form of capitalism that was taken for granted in America sixty years ago.
Then, most CEOs assumed they were responsible for all their stakeholders.
“The job of management,” proclaimed Frank Abrams, chairman of
Standard Oil of New Jersey, in 1951, “is to maintain an equitable and
working balance among the claims of the various directly interested
groups … stockholders, employees, customers, and the public at large.”
Johnson & Johnson publicly stated that its “first responsibility”
was to patients, doctors, and nurses, and not to investors.
What changed? In the 1980s, corporate raiders began mounting
unfriendly takeovers of companies that could deliver higher returns to
their shareholders – if they abandoned their other stakeholders.
The raiders figured profits would be higher if the companies fought
unions, cut workers’ pay or fired them, automated as many jobs as
possible or moved jobs abroad, shuttered factories, abandoned their
communities, and squeezed their customers.
Although the law didn’t require companies to maximize shareholder
value, shareholders had the legal right to replace directors. The
raiders pushed them to vote out directors who wouldn’t make these
changes and vote in directors who would (or else sell their shares to
the raiders, who’d do the dirty work).
Since then, shareholder capitalism has replaced stakeholder
capitalism. Corporate raiders have morphed into private equity managers,
and unfriendly takeovers are rare. But it’s now assumed corporations
exist only to maximize shareholder returns.
Are we better off? Some argue shareholder capitalism has proven more
efficient. It has moved economic resources to where they’re most
productive, and thereby enabled the economy to grow faster.
By this view, stakeholder capitalism locked up resources in
unproductive ways. CEOs were too complacent. Companies were too fat.
They employed workers they didn’t need, and paid them too much. They
were too tied to their communities.
But maybe, in retrospect, shareholder capitalism wasn’t all it was
cracked up to be. Look at the flat or declining wages of most Americans,
their growing economic insecurity, and the abandoned communities that
litter the nation.
Then look at the record corporate profits, CEO pay that’s soared into
the stratosphere, and Wall Street’s financial casino (along with its
near meltdown in 2008 that imposed collateral damage on most Americans).
You might conclude we went a bit overboard with shareholder capitalism.
The directors of “Market Basket” are now considering selling the company. Arthur T. has made a
bid, but other bidders have offered more.
Reportedly, some prospective bidders think they can squeeze more profits out of the company than Arthur T. did.
But Arthur T. may have known something about how to run a business that made it successful in a larger sense.
Only some of us are corporate shareholders, and shareholders have won big in America over the last three decades.
But we’re all stakeholders in the American economy, and many stakeholders have done miserably.
Maybe a bit more stakeholder capitalism is in order.
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