About | HeinOnline Law Journal Library | HeinOnline Law Journal Library | HeinOnline
LOG IN
LOG IN

33 Vand. L. Rev. 1387 (1980)
Reconciling Shareholders' Rights and Corporate Responsibility: Close and Small Public Corporations

handle is hein.journals/vanlr33 and id is 1401 raw text is: Reconciling Shareholders' Rights and Corporate Responsibility: Close and Small Public Corporations Larry D. Soderquist* I. INTRODUCTION A debate has gone on for several decades about the right of shareholders to have corporations managed in their interest and about the responsibility of corporations to groups such as custom- ers, employees, and persons in the communities in which they op- erate. Berle and Dodd began a now famous dialogue on the subject in the early 1930s, and others have since entered the controversy.1 * Professor of Law, University of Notre Dame; Visiting Professor of Law, Vanderbilt University. B.S., 1966, Eastern Michigan University; J.D., 1969, Harvard University. The author is grateful to Ralph P. Higgins, class of 1980, Notre Dame Law School, for his re- search assistance. 1. Works of Berle and Dodd in the debate and on related questions include A. BERLE, THE 20TH CENTURY CAPITALIST REVOLUTION (1954); Berle, Foreword to THE CORPORATION IN MODERN SOCIETY iX (E. Mason ed. 1960); A. BERLE & G. MEANS, THE MODERN CORPORATION AND PRIVATE PROPERTY (rev. ed. 1968); Berle, Corporate Powers as Powers in Trust, 44 Hanv. L. REV. 1049 (1931); Berle, For Whom Corporate Managers are Trustees: A Note, 45 HARV. L. REV. 1365 (1932); Berle, Corporate Decision-Making and Social Control, 24 Bus. LAW. 149 (1968); Dodd, For Whom are Corporate Managers Trustees?, 45 HARV. L. REv. 1145 (1932); Dodd, Is Effective Enforcement of the Fiduciary Duties of Corporate Manag- ers Practicable?, 2 U. Cm. L. REv. 194 (1935); Dodd, Book Review, 9 U. CHI. L. REV. 538 (1942); Dodd, Book Review, 81 U. PA. L. REV. 782 (1933). For an analysis of the Berle-Dodd debate, see Weiner, The Berle-Dodd Dialogue on the Concept of the Corporation, 64 COLUM. L. REv. 1458 (1964). For a sampling of diverse perspectives of others on one or more aspects of the debate and on related questions, see M. FRIEDMAN, CAPrrALSM AND FREEDOM (1962); THE CORPORA- TION IN MODERN SOCIETY (E. Mason ed. 1960); ABA Subcommittee on Functions and Re- sponsibilities of Directors, Corporate Director's Guidebook, 32 Bus. LAW. 5 (1976); Blumberg, Corporate Responsibility and the Social Crisis, 50 B.U. L. REV. 157 (1970); Friedmann, Corporate Power, Government by Private Groups, and the Law, 57 COLUM. L. RzV. 155 (1957); Hetherington, Fact and Legal Theory: Shareholders, Managers, and Cor- porate Social Responsibility, 21 STAN. L. REV. 248 (1969); Soderquist & Vecchio, Recon- ciling Shareholders' Rights and Corporate Responsibility: New Guidelines for Manage- ment, 1978 DUKE L.J. 819; Symposium: The Greening of the Board Room: Reflections on Corporate Responsibility, 10 COLUM. J.L. & Soc. PROn. 15 (1973); Soderquist, Book Review, 1977 DUKE L.J. 933. 1387

What Is HeinOnline?

HeinOnline is a subscription-based resource containing thousands of academic and legal journals from inception; complete coverage of government documents such as U.S. Statutes at Large, U.S. Code, Federal Register, Code of Federal Regulations, U.S. Reports, and much more. Documents are image-based, fully searchable PDFs with the authority of print combined with the accessibility of a user-friendly and powerful database. For more information, request a quote or trial for your organization below.



Short-term subscription options include 24 hours, 48 hours, or 1 week to HeinOnline.

Purchase Access

Contact us for annual subscription options:

Contact Us

Already a HeinOnline Subscriber?

Log In

profiles profiles most