A Corporation is a piece of paper, an "artifical" person, but the Railroads wrote Corporate Personhood into Federal Law over a hundred years ago. Google : Santa Clara County vs. Union Pacific Railroad to see how this happened. Remember that the Railroads were the Oil Companies of a hundred years ago.

True corporate citizenship would begin by incorporating We the People into the largest, richest and most powerful corporation against which all others would have to compete for our business by giving people the most benefits in terms of money, a healthy environment, peace, healthcare, education and leisure time. As a corporation, our CEO's and staff would answer directly to We the People who own equal, non-transferable shares of and receive dividends from trillions of dollars of our public treasury and resources.

We the People would be able to hire and fire our CEO's in yearly stockholder's meeting according to their performance as in any other company. Our administration would work for the People, not for the Halliburtons of the world. Incorporating We the People is Direct Democracy with the advantage that it can be achieved right away.

Well, I'm glad that after 28 years of corporate law, Robert C. Hinkley has come around to realizing that corporations should be limited in the amount and degree of damage they cause to the public interests. However, I don't exactly see why it is that the heads of corporations or the major shareholders and investor classes would be persuaded to think so. As this argument is far from new (even if it is newly realized by the author), the motivation to maximize profit and access to government legislative bodies remain more entrenched now than ever before. Welcome to the fight Mr. Hinkley, and good luck.

Corporations are run by people who have ideas in their head. The government can never make corporations responsible citizens just as it can't make citizens responsible. You can pass all the laws you want but people still have ideas in their heads that may well contradict that law. Look at all the laws about racial, gender, and age discrimination. They haven't stopped racism or sexism or ageism. People, especially in America, have to change their ideas about what it is to be a good citizen. They should understand that being a good citizen makes it better for all in society. A corporate citizen, by his very nature, would not make a good citizen because he is required to think of profit over citizen. The guys at the bottom of society will always lose out to a corporate decision. That's America.
Hoa binh

This all sounds great, but it just seems like so much wishful thinking. In order to adjust the duties of CEOs and corporate leaders, our system of laws and economics would need a substantial make-over. I just don't see this happening.

For years, activists have been fighting against the notion of corporate personhood and losing the battle. If Republicans like Ron Paul can run for the office of president on a campaign of less regulation and increased free markets and get as much support from progressive thinkers as I've seen on sites like Common Dreams and Alternet, it's hard to imagine that people are really ready to rise up against rampant Capitalism and the Free Market economy.

Too many powerful individuals and organization have far too much at stake to allow human rights, the environment, employee dignity, or even the future of the human race to interfere.

let's not be too quick to welcome mr. hinkley to the fight, as it's not clear which side he's on. whatfools rightly points out that corporate personhood is at the heart of the problem. if we merely try to make corporations "better citizens," whether we succeed or not, they'll still be "citizens." is mr. hinkley attempting real reform, or fighting a rear guard action?

how about it, mr. hinkley? what do you say to an amendment stating that a corporation is not a person recognizable under the constitution?

The people who become CEOs are far more likely to be people with personality disorders such as Narcissistic Personality Disorders (NPD) than normal people capable of feeling empathy and sympathy for others. That is why "they don't seem interested"... because they are incapable of it!

As for hazmat's points (which I agree with, wholeheartedly), the corporation itself sees itself in narcissistic ways. To a narcissist, the rules "don't apply", because they see themselves as privileged, special people. Therefore, the corporation sees itself as a special kind of person who can make legal contracts and enjoy legal protections but at the same time can never be put behind bars or even tried under criminal law. Basically, the corporation claims for itself and has been granted a right or privilege that monarchs claimed before Magna Carta. In this regard the corporation resembles more something coming out of the middle ages than the modern era.

Mr. Hinkley, I think, is a stymied visionary hoping for something better than we have in corporate governance all over the free world.

We shouldn't hold our breath that his proposal, though, will be enacted, for at least these reasons:

Corporations are multi-national, and laws in A LOT of countries would need to be changed over the objection of lobbyists in every one of them.

Directors who already worry about lawsuits from actually injured third parties and lawsuits from shareholders over value issues will not welcome a new class of lawsuits from outsiders or governments over whether they are or aren't acting in public interests that might take 50 years to "interpret" in court rulings (in maybe 100 countries.) They would claim that "D&O Insurance" would become impossible to obtain at any price, meaning no one could afford to risk ever being a director.

Managers, too, would argue against liability risks.

Being skeptical here on one proposal doesn't mean we should give up, however. America sort of invented this "We the people" thing, we're losing it fast to "them the Inc's" and we do need to reverse direction. As always, I believe the first step is inauguration of a government in America from the most "liberal" party that can win. Right now, that is Democrats. Maybe someday it will be "Progressives."

It seems to me that if the laws of the land truly made corporations "citizens" then they would have the rights, obligations, and penalties of citizens.
Oh, wait they only have the first of those three. The rights...
Obligations to uphold the law, respect the dignity and rights of their fellow citizens...nope.
And as for penalties, when was the last time anyone ever heard of a corporation, especially a big one having its Article of Incorporation revoked (the corporate equivalent of a death sentence) for causing, aiding or abetting murder (mass or otherwise)?
Now there is something to think about.

The only way it could possibly work would be if the directors found to be supporting corporation policies that violated the public interest were made subject to severe criminal penalties, possibly including the death penalty (I am usually against the death penalty, but I think it might be useful and justified here).

If corporations are persons they are psychotic criminals. If they are neighbors they are a dangerous menace to the community.

Multi-National Corporations are the mandibles that shred our flesh into bite-sized morsels of profit for the Richfilth Spiders who own our world.

I spent 5 years as a grunt employee, 5 years as a line manager with payroll, gl account codes, budgets, the whole enchilada, then 15 years a corporate consultant. From the Mailroom to the Boardroom. No mysteries. CEOs are mildly civilized sociopath thugs. The difference between them & Hells Angels is purely cosmetic. Most that I saw were very well scrubbed and manicured and would fuck anything that walks, crawls, or flies through the air, including their own children. Amazing what people will tell you after the 3rd drink. They're Different. No Rules for them. In this context, a corporation has two functions: Transfer wealth to the Richfilth by any means necessary; and Social Control. Social control is YOU.

YOU - Stripped of every Civil Right as soon as you step off the curb - Speech, Assembly, Privacy, et al. Freedom is deciding what you'll buy for lunch, if you can afford to buy lunch.

YOU - Demoralized, controlled, paranoid, fragmented from your fellow workers with snitches in the workplace. The entire structure is set up so that no matter how fast you are, how clever, how long you work, it's never enough.

YOU – Segregated by Class within the workplace. Everybody knows those MBAs are "A Better Class of People" than you or me.

YOU - ARE THE FIRST ENEMY. Not the Government, not the competition - YOU.

Don't doubt it for a minute. They know their job.

luckylefty,

Good post! I'd invite you, if time permits, to share your thoughts with us on the doctrine of Employment at Will (any reason or no reason), and how the heck most Americans have signed such a thing on their employment ap in order to get hired in the first place. It's one of my pet peeves and I'm betting you could speak to it with vigor.

Thank you all for your comments to date. I feel that somewhere my thoughts have been lost. They are:

1. The modern corporation and liberal democracy are incompatible (Most would seem to agree with that).
2. This incompatibility keeps government from fulfilling its purpose, protection of the public interest. This is a dangerous situation which must be addressed.
3. Liberal democracy and the modern corporation would be less incompatible (and government would be more likely to fulfill its purpose--something everyone wants) if the duty of directors were changed from simply acting in the best interests of the corporation to acting in the best interests of the corporation but not at the expense of five specific elements of the public interest.

I understand that some would prefer a world without corporations and others would prefer one where corporations had no right to due process, a fair trial or equal protection. I do not intend to attack these ideas as inferior. Each of us has a right to be heard and our ideas intelligently debated.

http://pwp.surfglobal.net/butterfield/CapitalPunishmentForCorporations.html

luckylefty November 30th, 2007 4:51 pm

"Multi-National Corporations are the mandibles that shred our flesh into bite-sized morsels of profit for the Richfilth Spiders who own our world."

Nice post luckylefty! You covered most of the perverted behaviors of these sociopathic derelicts.

As the author of this article suggested:
".. corporate law should be amended to change the duty of directors by adding : "…but not at the expense of the environment, human rights, public health and safety, dignity of employees or the welfare of the communities in which the corporation operates."

What I would like to know is how a corporation became a "natural person" when it "doesn't have a brain to think, and therefore cannot be responsible for its behavior"?

How does our President and Congress defend this kind of "protectionism" in an alleged democracy? Can they defend it, or is it the "facade" of democracy they continue to defend?

Thanks for responding Robert. You have to understand that the posters here have been on the receiving end of what's wrong with corporations in very personal and destructive ways. That tends to make us want "instant" solutions. And we don't see that the government hasn't been able "to fulfill its purpose". What we see is that the government has aided and abetted the raping of our democracy, the American people, the environment, and all the rest of it. The corporate form of business is a massive problem, but the government is an even bigger problem. The corporations would not be in the position they are now without governmental and legal collusion.

Another observation is that we don't even have the benefit of being citizens ourselves anymore. Because of the power of the corporations over government, we are just consumers. We can only vote with our bucks, if we had any.

So, Robert, I think you have a very good idea. I also think that it has to be incorporated (no pun intended) into a much larger overhaul of the whole system so that we never get to this point again. That is presuming that we don't have an economic meltdown in the not too distant future. When that happens (not if), the whole paradigm shifts.

Thanks for the article. It was well written and gave us something to think about.

Anyone not up on this subject, I have a wonderful film called "The Corporation" on DVD. It tells the history of the corporate structure, how it became a person, and explains that if it were a person it would be a psychopath. For those who enjoy the Michael Moore style of documentary (he's actually in it) you'd enjoy it.

http://www.thecorporation.com/

Personally, I think the corporate structure is so flawed that outlining those flaws here is a waste of time - scratch the whole thing and start again is my view.

As for Mr Hinkley's ideas, they are naive since they take no account of indirect harm to the public interest or of 'mixed blessings' - benefit to one section of the public but harming another.

voters have to be convinced that the function of government is to control corporations by having laws in place and paying people to do prover opoversight.

The people have been convinced that "more" government is bad.

ROBERT HINKLEY -- I agree with REBEL FARMER in acknowledging your provocative ideas, and add my appreciation and thanks as well.

I had been musing similar ideas while assimilating all of this novel information throughout CD. Given the the willful and capricious nature of people, of various principles and ethics, it occurs to me that we've already a model of your 3rd major point:

"if the duty of directors were changed from simply acting in the best interests of the corporation to acting in the best interests of the corporation but not at the expense of five specific elements of the public interest."

That model comes from Science Fiction author Isaac Asimov, and his
Three Laws of Robotics:

1. A robot may not injure a human being or, through inaction, allow a human being to come to harm.
2. A robot must obey orders given it by human beings except where such orders would conflict with the First Law.
3. A robot must protect its own existence as long as such protection does not conflict with the First or Second Law.

When comparing these two methodologies I see interesting similarities, which are based (an extension of the Hippocratic Oath) on the same assumption :
To do no HARM

Nice idea, maybe with future computer technological advances ('positronic brains', with the 3 laws permanently embedded) the corporate morality could be enforced by the very computers that run their business?

Namaste … … … … … … … … … … … … … … … … … Mahatma Gandhi … … … … … … … … … …
« We must be the change we wish to see in the world »
« There is enough to meet everybody's need, but there is not enough to meet everybody's greed »

nspire---a post that once again lives up to your screen name. Beautiful, smart and inspiring. Thank you!

Daniel David November 30th, 2007 3:32 pm

"Being skeptical here on one proposal doesn't mean we should give up, however. America sort of invented this "We the people" thing, we're losing it fast to "them the Inc's" and we do need to reverse direction. As always, I believe the first step is inauguration of a government in America from the most "liberal" party that can win. Right now, that is Democrats. Maybe someday it will be "Progressives.""

And just exactly why is it that you believe that the Democrats that started it all with the passage of NAFTA will suddenly become the savior and rescue us from what they have done?

Lobo Gris

I practice corporate law in assisting foreign companies (mostly US companies) to move to China.

The problem, in my view, is that ultimately it's the bean-counters and rankings which drive everything. Senior management always has to beat last year's (quarter's) target for profitability, growth, etc. The whole process becomes highly unreasonable, particularly in respect of meeting profit targets. In many cases, the most profitable activities are not socially beneficial. For example, some large US retailers keep pressing Chinese suppliers for ever lower prices, thus, driving them to progressively squeeze their sweatshop workers. Similarly, capital is invested in highly speculative activities (e.g. Chinese luxury real estate) that doesn't benefit the society. It's a crisis of capitalism described in Naomi Klein's book "Disaster Capitalism". Capitalism creates disasters so that it can profit from them. Eventually, they will, if unchecked, destroy the US economy so that they can profit from the disaster.

ARBEIT MACH FREI -- When you state "The whole process becomes highly unreasonable, particularly in respect of meeting profit targets", I see an opening for integrating the FULL life-cycle costs into the bottom line.

With Carbon footprint equivalents, we are beginning the process of creating an accurate economic theory that fulfills our Earth's needs, as well as those of the corporations, and the peoples safe existence.

Elsewhere on CD, I discuss an example of nuclear power where 2 major expenses haven't yet been included into the bottom "profit" line: Insurance and waste processing & disposal over ~ 500,000 years.

If the formulation (and regulation) of what is the real life-cycle profit is adapted properly, we'll see alternative energy systems 'magically' become profitable - and the positive feedback of capitalistic profiting (under due control of cost basis) will perhaps save the earth _and_ substitute for ridiculously inefficient military systems (which would instantly become much more expensive).

What do you think?

Namaste … … … … … … … … … … … … … … … … … Mahatma Gandhi … … … … … … … … … …
« We must be the change we wish to see in the world »
« There is enough to meet everybody's need, but there is not enough to meet everybody's greed »

CSR goes back to 1969 with the creation of the Council on Economic Priorities. But the idea of the responsibilities of citizenship goes back at least to Socrates, Plato and Aristotle.
In Aristotle's Nicomachean Ethics, Book 4 , Chapter 7, he describes someone who is not truthful: "The boastful man, then, is thought to be apt to claim the things that bring glory, when he has not got them, or to claim more of them than he has, and the mock-modest man on the other hand to disclaim what he has or belittle it, while the man who observes the mean is one who calls a thing by its own name, being truthful both in life and in word, owning to what he has, and neither more nor less."
Can we think of a corporation as being virtuous in Aristotle's sense - or a good citizen using Robert Hinkley's definition - when it encourages its employees and managers to tell the truth?

I would think that since governments charter corporations, they have a responsibility to regulate them, so that the corporate interest does not transcend the public interest.

Unfortunately, this didn't occur; it will take more than Mr. Hinkley's 28 magic words to re-establish the primacy of the public interest. I think some of those corporate charters need to be revoked. Start with Walmart, subject to their allowing their employees to organize.

Mr. Hinkley:

I'm glad to see you're engaged in the discussion of your article. A corporate citizenship oath is a good idea..., but it was corporate personhood that has been the most damaging element of the corporate identity. A corporation is NOT A PERSON in any way, shape or form. With your knowledge of corporate law perhaps you could help the rest of us actual PEOPLE overturn the concept of corporate personhood. As I understand the actual ruling in Santa Clara County vs. Union Pacific did not specifically apply the protections of the constitution that apply to individual citizens to corporations but the implication of this non-fact was introduced into the final decision by the law clerk who wrote the decision summary. Is this correct?

"We the People" would love to have corporate personhood overturned and place the appropriate restrictions on corporations to withdraw from any political activities including lobbying politicians, contributing to candidates and forming or participating in PACs. I believe Wisconsin law used to have a corporate "death penalty" for corporations violating this kind of political activity. This would provide some real distance between law makers supposedly mandated to protect the interest of citizens and corporations intent on influencing elections to further profit agendas that do not coincide with public interests.

Crapping in your nest for dollars is peculiar to human beings in the animal kingdom. Now what is it again that leads us to believe we are a superior species?

NSPIRE,

There's no shortage of good ideas.

One needs to understand that there are forces at play which, rightly or wrongly, view the US through the prism of Marxism, and seek to harness US capitalism as a force to destroy the U.S., as we know it. As far as I can tell, there is no shortage of US capitalists who are willing to submit and play along as long as it profits them personally.

But this is a very dangerous game. Martin Luther King, Jr. said that there was an implicit limit as to how far he could take the civil rights movement in the U.S. He said that he could never take the civil rights movement so far as to threaten white materialism since the white fascists would not hesitate to exterminate the black man if the survival of white materialism felt threatened. In other words, white materialism is not about to serve a non-white master. Now, with Peak Oil upon us and oil at US$100 a barrel, white materialism is in jeopardy. Politics is about organization, and, without energy, organization breaks down; white materialism collapses.

The script is being written for another Holocaust.

I guess that, ironically, there may be some hope against hope that a wise U.S. leader will emerge that will turn his/her newly acquired autocratic powers against the fascists, but, perhaps, I'm just praying for a deux ex machina?

"This all sounds great, but it just seems like so much wishful thinking. In order to adjust the duties of CEOs and corporate leaders, our system of laws and economics would need a substantial make-over..."

Not a 'make-over', just a Restoration...
And, prior to 100-years-ago, the railroads were themselves hijacked into corporate-criminality by arch-Criminal JDR, and his StandardOil monopoly, based upon complete-control of Refineries for Oil, and the ruination of any 'competition'. ["Trust-Busters' slowed him down, but quite-obviously "not enough"...]
Within the Banking/Energy/Defense-monopolies, criminal-behavior (conjoined with like/interchangeable-interests within government) came-back in a big-way after turn-of-century, rode-out (while profiting-from) the self-inflicted Depressions and Wars, and then really hit-their-stride after the Cold-War 'married' them with illicit/Amerikan governmental-Interests.
We desperately NEED to punish and regulate these-Criminals...within government and the 'Incorporated'...

'All you need to know, but were afraid to ask...' about corporate-crime or governmental-deceit/enabling can be 'discovered'/Googled by simply reading about JDRockefeller and his Rothschild's (and the Web that thus-evolved regarding 'Central-Banking', Masons&JPMorgan [et al], the Depressions&Wars, Zionism&monopolies, 'liberalism&socialism', and the 'silk' that has tied-all together in the evolved and 'deliberate' 200-year-History that puzzles so-many here).
[Cautionary-note: "Here, there lies Madness..."]

beyondempire December 1st, 2007 2:41 am

""We the People" would love to have corporate personhood overturned and place the appropriate restrictions on corporations to withdraw from any political activities including lobbying politicians, contributing to candidates and forming or participating in PACs. I believe Wisconsin law used to have a corporate "death penalty" for corporations violating this kind of political activity."

I wonder if the Republican death penalty crowd would agree that "lethal injection" to persons on paper would also serve as a deterrent to crime against humanity?

Corporate citizenship starts with connections.

A bad corporate citizen should be either shunned or penalized by the good corporate citizens. Your local store that you patronize should not be buying from real rat manufacturers. If your local store doesn't play ball, see if someone else does.

Furthermore, we need a solid yet decentralized vetting mechanism. When we need proof that a product is organic, an organization like Oregon Tilth or 10 other groups steps in to certify the product. We equally need to certify corporate citizenship, as opposed to Wal-Mart's latest greenwash where they spend ten times as much on advertising their green as they do on the greening.

Finally we need individual citizen commitment. We need to partially own our buying clubs and our stores. We need community supported agriculture. Be a citizen for decentralized democracy! We need our AAA to make good decisions. If a group such as the AARP caves in to greed and sides with the drug companies against their very own seniors, we need to run honest people for board members.

A reasonably good diagnosis of the problem, Doctor. Late stage corporate cancer with systemic civic organ failure. Should the bandaid you're prescribing have stars or hearts on it? With your brand of remedy we should be able to fix all government corruption and mendacity in our country by requiring our elected officials to swear an oath to support and defend the constitution . . . Oh, wait . . .

"By a continuing process of inflation, governments can confiscate, secretly and unobserved, an important part of the wealth of their citizens. There is no subtler, no surer means of overturning the existing basis of society than to debase the currency. The process engages all the hidden forces of economic law on the side of destruction, and does it in a manner which not one man in a million is able to diagnose." - John Maynard Keynes

The U.S. Trade deficit is well over $1 trillion. The U.S. Dollar is steadily losing purchasing power. Large U.S. Banks are disclosing major sub-prime losses. Sovereign Wealth Funds are moving at warp-speed to acquire U.S. financial institutions at discounted dollar rates. If we factor in the price of food and energy into the governement's "Core inflation" rate, we are running at 8%-10% annually according to www.shadowstatistics.com, a website which keeps track of M3.

"So when "free traders" argue abstractly about supposed benefits to the consumer, to corporations, to companies, and to the world's impoverished, ask them when these benefits will come, how large will they be, and at what tremendous cost will we have to endure before they magically appear." --Thomas Heffner

The cancerous qualities of unbridled capitalism, a/k/a the "Free Market" are destroying this country and the majority of citizens living here.

"Corporate citizenship" should have been put on the table and talked about a long time ago; an appropriate time would have been when Ronald Reagan encouraged the tactics of "hostile takeovers" to maximize profits at the expense of U.S. workers.

Prepare yourselves for the coming recession.

Regarding corporate personhood:

It seems to me that this idea should be challenged in the Courts.

I've read about "persons" involved in criminal activities who are "compelled to testify" in court. If a "corporate person" were compelled to testify, wouldn't it become obvious to the court that this entity is not in fact a "person"?

There must be some loophole...

Corporations should have NO RIGHTS at all. They should have an easily revoked charter based on serving people. They should also be taxed and subjected to strict shareholder (owner control). No corporation should be allowed to have more than 10 % of any important asset or product.

Anything less is some degree of fascism.

"I believe Wisconsin law used to have a corporate "death penalty" for corporations violating this kind of political activity." ... "They should have an easily revoked charter based on serving people."

They did.
Well aware of the social/civic ills/dangers presented by 'corporations' (looking at such 'fine'/nascent-models as the Dutch East-Indies Trading Co. and others), early-States/Founders established and fought-hard not-only for the Right of the government to 'execute-Corporations' -- they literally Codified for required preemptive-abortion of them [no Corporate-Charter was allowed to 'live' beyond a year without Act of Congress, and NONE allowed to survive the short-term completion of whatever limited-task it was allowed and Chartered to perform].
That deliberate-mandate was not phased-out in any big-way until the 'necessary-evil' of the Civil-War era "defense-industry", which Lincoln HAD to relax Charter-laws for (as paid-for with 'temporary' currency-shortcomings, like the cessation of his Greenbacks). Abe desperately wanted to 'reign-in' these Corporate&Currency-Frankensteins he'd created ASAP after the war's-close (and I imagine you can now-guess 'where that got him'...?).
[Ironic, when considering JFK so much-later...no?]
And 'us'...

"Government exists for one reason–to protect the public interest."
Beg your pardon, I disagree; I think that Government exists for keeping in power the same group that deviced that Government, public interest is subordinated to that group's interest by the force of Government (and other means, certainly)