Corporate Ethics in the Health Care Marketplace

Consider three examples of problematic corporate decision making: first, in 2002, employees were less likely to have employer-provided insurance than thirty years ago and the price of health care for those who do receive it is ever increasing. Second, while many employees are without health insurance, the compensation for chief executive officers and other executive officers has increased dramatically. Third, consider the well-publicized examples of corporate decisions to engage in fraudulent and unethical business practices. These problems will not be solved by glib references to market ideology that claims markets alone adequately regulate corporate behavior. Nor will these problems be solved by assuming that a few bad apples were responsible. Indeed, only by examining the environmental context in which decision making occurs will corporate ethics in the health care marketplace be furthered. This article is a brief overview of the importance of an organization’s structure, policies and practices in the establishment of an ethical climate. An organization’s climate affects whether individual employees, as well as the leaders of the organization, make ethical or unethical decisions. Part II of this article begins by defining ethical climates and describes how they are ascertained. Part III discusses two contextual factors in more detail: workplace leadership and reward structures. Finally, this article concludes with some basic recommendations for motivating organizations to work toward creating ethical climates

Teaching Law and Socioeconomics

This Article is Dallas\u27s explanation of the role of socioeconomics in the course she has developed to each law and public policy from a socioeconomics perspective. Dallas\u27s course, which parallels the law and economics courses offered elsewhere, introduces socioeconomics perspectives on concepts of fairness and well-being, and then applies them to a broad range of issues from discrimination to globalization, from family law to corporate regulation. Dallas explains how a separate course in socioeconomics may be essential to underscore its importance as a distinct methodological approach

Two Models of Corporate Governance: Beyond Berle and Means

This Article introduces a new model of corporate governance, which challenges, as did Berle and Means, the conclusions drawn from the traditional ownership model. Rather than focusing upon the inefficiencies of the large complex firm resulting from the separation of share ownership and control, however, this new model, which I call the power model, focuses upon the political nature of decision making in the large corporation, which exists regardless of the identity of the entrepreneur

The Multiple Roles of Corporate Boards of Directors

This Article discusses the multiple roles of corporate boards, including the manager-monitoring, relational, and strategic management roles. The author begins by discussing the developments in the manager-monitor role of boards of directors in the United States, including the trends toward having a greater number of outside directors, the creation of specialized committees, and ensuring board member’s expertise in certain areas. Next, the author examines developments in the relational monitoring role of board of directors. The author then goes on to address the several theories and empirical studies regarding the roles of corporate boards. Based upon meta-analysis that insider-dominated and outsider-dominated boards achieve a higher return on assets, the author makes a couple of proposals in order to enhance board performance. The first proposal is the use of a dual board structure with an insider-dominated board for “business review” and an outsider-dominated board to review “conflicts.” A second proposal is for corporations to appoint a corporate ombudsperson with access to all corporate meetings and information in order to improve the flow of information

Is There Hope for Change? The Evolution of Conceptions of Good Corporate Governance

To provide a useful perspective on corporate governance today, this Article examines the evolution of conceptions of “good” corporate governance that have successively revolutionized the corporate landscape. By the use of “evolution,” I do not mean some natural evolution, but changes in the beliefs of managers concerning how to run their businesses effectively. “Good” corporate governance refers to what is perceived as good from the point of view of firm managers and may or may not translate into what is good for society. This Article shows that corporate decision making was influenced over the years by successive, rationalized ideals of good corporate governance. Changes in conceptions were precipitated by crises and environmental changes. They were reasoned, if often flawed, responses to complex macroeconomic forces, competitive conditions, regulations or the lack thereof, and other environmental factors. More importantly, they were reflections of the culture and thinking of the time, influenced by the views of successful business leaders, the business press, investors, and academics