Occupy Wall Street, Hell No… Occupy Boardrooms:
Occupy Wall Street protests are spreading across the nation. Occupy Wall Street protests will
mean little in the long run unless the movement turns into Occupy Boardrooms. Consider this:
We are fed up with the way Washington works. Hardly any legislation passes without approvals
from the lobbyists. Moneyed Lobbyists are key players as money is the mothers’ milk of politics.
These moneyed lobbyists are “employees” of the big corporations. Big corporations mean
Board of directors of big corporations. Does anyone have doubts to this extension of logic?
Our concept of managing corporations is an 18th century concept. Since then much water has
passed into the Potomac and Hudson rivers. Gone are the days when the influence of the
large corporation was limited. In the days of global economics with a global presence, many
corporations’ revenue is larger than the GNP of many countries. These corporations have
conflicting interests. One decision by a multinational company affects the lives of millions of
people across the world. My question is how should a responsible corporation act?
A concept that propagates that the Corporation is responsible to stockholders only is very old
and outdated. Free economy ideas subscribe that only Capital produces a profit. Communism
professed that labor matters. Today both ideas are proven wrong. Today we are coming to
the conclusion that no corporation can exist without the contribution of the capital, labor and
society at large. The last element, society, is becoming more and more important. Consider
this: If no one had bought IPods, tablets or smart phones, where would Apple be today? Had
these devices not been invented by the geniuses of the employees what would be the value of
the stock of Apple? At last count, Apple is sitting on a pile of 76 Billion in cash without using it.
There are many ways Apple could have used this money to help society while not hurting itself.
The election of the Board of Directors is a system of insiders’ play. Practically the shareholders
have very little say unless a proxy fight is going on. Millions of directors of thousands of
corporations in the last 100 years were elected. How many times have shareholders had a
real influence? Millions of customers who make a corporation alive, thousands of employees
who keep the wheels running, millions of small shareholders of thousands of vendors form the
substratum basis of a successful corporation. These are the stakeholders. Every decision by the
Board of directors affects each one of them.
The present system of the election of a Board of directors must be discarded. It should be
replaced by the Board of trustees. The management of a corporation must be restricted from
nominating the board. Each stakeholder category, i.e. shareholders, employees, vendors,
society at large, should have a proportionate representation in the appointment of trustees.
I am not recommending the role of the government but proposing the recognition of the
interests various stakeholders of the corporation in a comprehensive format. There are too
many corporate disasters where Board of directors failed in their due duties. What would have
happened if a human being had been found solely guilty of a BP-gulf like disaster? He would
probably be behind the bars. Corporations are treated as unnatural legal entities with the full
rights of the constitution. Corporations must be asked for the corresponding responsibilities.
This brings us to an entirely new topic of corporate responsibility. I will be posting it on
www.divinereflections.org.
Purandar Amin is a hands-on multi-faceted honor Graduate in Accounting, Economics and Laws, Author and a Public Speaker. He is a 30 year veteran of the real estate business, a broker, an attorney, and a Chartered Accountant.
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