Lhe large capitalist companies play a central role in contemporary societies, through their significant impact on the economic, social, political and environmental spheres. As such, the responsibility of their main managers as well as the capacity of corporate governance systems to effectively circumscribe and delimit the discretionary space of these big bosses in the interest of the common good are regularly questioned.
To the question of knowing in what interests the company should be managed, each country and each era finds its own answers. Because these responses are not imposed in a deterministic way according to so-called universal economic laws for all in the same way: they are the result of complex social processes which involve, among other things, political action and social mobilization.
National systems of governance are dynamic and their particular evolution is partly influenced by actors who trigger and engage in powerful social movements. Political, economic and social actors can therefore to a certain extent concretely influence the organization of governance of different capitalist systems.
The alignment of four indispensable factors
But for such action to be effective, certain conditions must be met. The American response to the question of which interests should be prioritized in the organization of governance mechanisms has not always been summed up in the well-known maxim of Milton Friedmann (1912-2006), for whom “Corporate social responsibility is about maximizing profits” (in the “New York Times” September 13, 1970).
Gerald Davis and Tracy Thompson already described the advent of American financial capitalism, which succeeded the managerial capitalism dominant until the mid-1980s, as the result of a social movement (“A social movement perspective on corporate control”, Administrative Science Quarterly No. 39, 1994).
The corollary of this financial capitalism, shareholder governance, thus appears to be the result of the action of a lobby of institutional investors in the 1980s, which could rely on four vectors, the alignment of which was essential to the success of the mobilization: 1, a favorable political context (the Reagan presidency), 2, the possibility of establishing and legitimizing a shared interest by a coalition of actors (not only the financial industry, but also the crowd of small American savers), 3, an organizational infrastructure favoring mobilization (pension funds and their consultants), as well as 4, a dynamic of mobilization led by visible and influential actors (for example the entrepreneur, financier, activist and politician Robert Monks).
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