62 Colum. L. Rev. 399 (1962)
Issue 3

handle is hein.journals/clr62 and id is 439 raw text is: COLUMBIA LAW REVIEW
Vol. 62                      MARCH 1962                          No. 3
THE HIGHER CRITICISM OF THE MODERN                CORPORATION
HENRY G. MANNE*
Periodically the American corporation receives a careful scrutiny from the
academic community. In the early part of this century, the examination spot-
lighted monopoly dangers and financial manipulations. The names of Ripley
and Brandeis come immediately to mind. In the early thirties, the relation
between the management and the shareholders of the large corporations was
the principal cause for concern. Associated with this period are the famous
book by Berle and Means, The Modern Corporation and Private Property,1
and the pioneer efforts of the Securities and Exchange Commission.
Recently we have entered a new phase of concern with the large corpora-
tion. The concern is not exactly with monopoly, although that is involved; it
is not exactly with the relationship between managers and owners, although
that is certainly involved as well. In some rather nebulous sense, the concern
may be said to be with the political position of the modern corporation, the
role it is and should be playing in the distribution and enjoyment of a great
variety of the values in which the community is interested.
This newer concern with political values had its beginning in the Berle
and Means work, although the focus of that work, as already indicated, was on
the shareholders' relation to managers. Now the focus has been broadened to
include a far larger group than the shareholders alone. Not surprisingly, as the
scope of the examination has broadened, the variety of attitudes and approaches
to the problem has increased. There are at this time several well-defined
schools of thought on the modem corporation.2 The purpose of this article
is to analyze the assumptions and conclusions of these various schools and to
suggest what study remains to be done.
I. THE SEMINAL WORK: BERLE AND MEANS
A. The Central Theme
The classic work of Berle and Means was primarily a critical analysis
of the modern corporation and the prevailing mode of corporation law. It did
* Associate Professor of Law, St. Louis University.
1. (1932).
2. In the course of this article, various writers may be dealt with as if they
belonged only to one or another of these various schools of thought. In fact, this is

What Is HeinOnline?

With comprehensive coverage of government documents and more than 2,400 journals from inception on hundreds of subjects such as political science, criminal justice, and human rights, HeinOnline is an affordable option for colleges and universities. Documents have the authority of print combined with the accessibility of a user-friendly and powerful database.



Short-term subscription options include 24 hours, 48 hours, or 1 week to HeinOnline with pricing starting as low as $29.95

Already a HeinOnline Subscriber?