The Evolution of Corporate America
University of Connecticut economics professor Richard
Langlois has written a very long and deeply researched book on the evolution of
the American corporation and its interaction with government. The book is spiced
up with interesting case studies on RCA, General Motors, Ford, AT&T and
Microsoft, for example. His thesis is that economic historian Alfred Chandler
and social theorists Berle and Means got it all wrong in their books “The
Visible Hand” (1977) and “The Modern Corporation and Private Property” (1932) which
credit the modern corporation’s roots to the growing complexity of business and
the need for capital, thereby separating management from ownership. Chandler’s
prototype is the Pennsylvania Railroad, once the largest corporation in
America.
Langlois counters Chandler by noting that the great
corporations of the early 20th Century, Standard Oil and U.S. Steel,
for example were controlled either by their entrepreneurial owners or their
investment banks, JP Morgan in particular. To Langlois it was the momentous
events of World War I, the Great Depression and World War II that thrust the
administrative state on to American business.
Along the way there was the populist desire to curb monopoly that led to
the antitrust laws. Just to note that Langlois is anti-antitrust.
The hero in Langlois’ telling is Ronald Coase whose
1937 “Theory of the Firm” established the boundaries around a given business.
The critical variable is the role of transaction costs. In essence the firm
competes with itself in that if it is cheaper to outsource the firm will
outsource and if not, the firm will perform the function in house. Here is
where the government enters the picture through antitrust, which prohibits
certain types of contracting and with price and wage controls which makes it
difficult for the firm to receive the appropriate economic signals. As a
result, instead of contracting, firms in the immediate postwar world vertically
integrated thereby avoiding antitrust issues, for the most part.
However, as the administrative state got called into
question in the 1960’s so too did the administrative corporation. Inflation,
international competition, and the growing pressure to deregulate the economy
forced change. With that what came next was the revolution in financial affairs
that brought shareholder value to the forefront. Instead of plodding
administrators, corporate executives had to become active managers. It is interesting to note that during this
time graduate business schools changed their names from schools of
administration to schools of management.
What surprised me is that despite a boatload of
footnotes, Langlois does not cite the 1976 Meckling and Jensen paper, “Theory
of the Firm,” and Milton Friedman’s 1970 social responsibly of business
article. To me those to papers represent
the underpinnings of the intellectual challenge to the Chandlerian corporation
of the 1970’s. I must say I am a glutton for punishment; the book is too long
for the educated lay reader. Nevertheless, it is worth sticking to it.
For the full Amazon URL see: The Evolution of Corporate America (amazon.com)