The Morality of the Corporation: An Empirical or Normative Disagreement?
本文以经理人对股东的信托义务为例，论证不同的规范性判断往往掩盖了经验性分歧，对商业伦理和公司治理研究者有参考价值。
Abstract: In the canonical view of the corporation, management is the agent of the owners of the corporation—the stockholders—and, as such, has a fiduciary duty to manage the corporation in their best interests. Most business ethicists condemn this arrangement as morally indefensible because it fails to respect the right of other corporate constituencies or “stakeholders” to self-determination. By contrast, the modern agency theory of the firm provides a defense of this arrangement on the grounds that it is the result of stakeholders’ right to self-determination. This paper uses the example of managers’ fiduciary duty to stockholders to argue that different normative judgments often mask empirical disagreements.