Posted Friday, June 29, 2012, at 4:46 PM
Jesse Eisinger discusses some interesting critiques of the "shareholder value" movement, but one issue that I think should be kept separate from the philosophical discussion is what you might call the Paradox of Shareholder Value:*
The biggest ill has been to align top executives’ pay with performance, usually measured by the stock price. This has proved to be “a disaster,” [Lynn] Stout says. Managers have become obsessed with share price. By focusing on short-term moves in stock prices, managers are eroding the long-term value of their franchises.
This is quite different from a deep philosophical critique of shareholder value, but I think it's gaining acceptance. As more and more stock movements can be attributed to exchange-traded funds, high-frequency trading, and other things that don't carry a real signal, we more and more have doubts about the appropriate time horizon for assessing performance. It's also a case where the fact of measurement becomes distorting. Among managers who don't have specific incentives to maximize share price, share price may in fact be a great proxy for value creation. But when you give managers that incentive, the incentive may become an incentive to ignore value creation in favor of focusing too much on expectations management or accounting gimmicks.
That's still rather different from an attack on the underlying conceptual underpinnings of shareholder value. For that I'd turn to something like Waheed Hussain's "An Alternative to the Fiduciary Conception of the Firm". To make it short, though, it's all well and good to say that shareholders "own" a company, but the fact of the matter is that the limited liability corporation is a legal construct. For most of human history, there was no such thing. Then people decided it would be better to create them. But better for whom? Better for what? There's no categorical obligation to answer those questions—"better for people who own large amounts of stock." If something other than a strict fiduciary conception is a better way to promote human welfare, then we should adopt it.
Correction, June 29, 2012: Jesse Eisinger's name was misspelled in the original version of the post.