The Modern Corporation and Private Property

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Transaction Publishers, 1991 M01 1 - 380 páginas

This monumental work on the corporation is one of those enduring classics that many cite but few have read. Graced with a new introduction by Weidenbaum and Jensen, this new edition makes this classic available to a new generation. Written a half century ago, "The Modern Corporation and Private Property "remains the fundamental introduction to the internal organization of the corporation in modern society. Combining the analytical skills of an attorney with those of an economist, Berle and Means raise the central questions, even when their answers have been superseded by changing circumstances.

The book's most enduring theme is the separation of ownership from control of the modern corporation and its consequences. Berle and Means display keen awareness of the divergent interests of directors and managers, and of each from owners of the firm. Among their predictions are the characteristic increase in size of the modem corporation and concentration of the economy. The authors view stock exchanges and stock markets as essential by-products of the rise of the modem corporation, and explore how these function. They address the difficult questions of whether corporations operate for the benefit of owners or managers, and explore what motivates managers to make effective use of corporate assets. Finally, they examine the role of the corporation as the prevailing form of organizing the production and distribution of goods and services.

In their new introduction, Weidenbaum and Jensen, co-directors of the Center for the Study of American Business at Washington University, critically assess the impact of developments not fully anticipated by Berle and Means, such as the rise of the service sector, and the significant role played by institutional investors in the owner/manager equation. They note the authors' prescient observations, including the complex role of and motivating influences on professional managers, and the significance of inside information on stock markets. As they note, "The Modern Corporation and Private Property "remains of central value to all those concerned with the evolution of this major social institution of the twentieth century. Scholar and practitioner alike will find it of enduring significance.

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Contenido

Tables and Charts
viii
Property Production and Revolution
xix
Implications of the Corporate
xli
Preface 1932
li
THE APPEABANCE OF THE CORPORATE SYSTEM
11
Stockholders of the Three Largest American
52
Distribution in Ownership of Corporate Stocks
61
Major Elements in the Control of the Van Sweringen
70
COnPORATE POWERS AS POWERS IN TRUST
219
THE RESULTANT POSITION OF THE STOCKHOLDER
244
Security
253
FLOTATION AND BANKERS DISCLOSURE
264
OF SECURITY HOLDERS
286
Effects of
291
HI THE TRADITIONAL LOGIC OF PROFITS
299
IV THE NEW CONCEPT OF THE CORPORATION
309

THE DIVERGENCE OF INTEREST BETWEEN
112
POWER OVER PARTICIPATIONS ACCRUING TO SHAHES
141
POWERS OVER THE ROUTING OF EARNINGS
171
POWER TO ALTER THE ORIGINAL CONTRACT RIGHTS
186
THE LEGAL POSITION OF CONTROL
207
Appendixes
317
Statistical Appendix to Revised Edition
343
Table of Cases
363
Index
375
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