University of Denver
This article challenges the liberal, contractual theory of the corporation and argues for replacing it with a political theory of the corporation. Corporations are government-like in their powers, and government grants them both their external “personhood” and their internal governing authority. They are thus not simply private. Yet they are privately organized and financed and therefore not simply public. Corporations transgress all the basic dichotomies that structure liberal treatments of law, economics, and politics: public/private, government/market, privilege/equality, and status/contract. They are “franchise governments” that cannot be satisfactorily assimilated to liberalism. The liberal effort to assimilate them, treating them as contractually constituted associations of private property owners, endows them with rights they ought not have, exacerbates their irresponsibility, and compromises their principal public benefit of generating long-term growth. Instead, corporations need to be placed in a distinct category—neither public nor private, but “corporate”—to be regulated by distinct rules and norms.
David Ciepley is a Fellow of the Woodrow Wilson International Center for Scholars and Assistant Professor of Political Science, University of Denver, Sturm Hall 468, 2000 E. Asbury Avenue, Denver, CO 80208 ([email protected]).
This work was generously supported by the University of Virginia program on Political Philosophy, Policy, and Law, by a University of Denver PROF grant, and by the Woodrow Wilson International Center for Scholars. The author gratefully acknowledges helpful comments from Richard Bensel, Colin Bird, James E. Block, Yuri Borovsky, Deborah Boucoyannis, Matthew Crawford, Eldon Eisenach, George Klosko, Jeffrey Lustig, Xuefei Ren, Fabio Rugge, Nancy Wadsworth, Julian Wettengel, Stewart Winger, and the anonymous journal referees. Special thanks to Matthew Hull, without whose early collaboration this work might not have been pursued, and to the APSR coeditors at UCLA for their faith and advice throughout the revision process.