Clash of the titans book merrill lynch

Business, Government, and Society

Thirteenth Edition

John F. Steiner George A. Steiner

A Managerial Perspective Text and Cases

B usiness, G

overnm ent, and S

ociety

13E

A M

anagerial P erspective T

ext and C ases

Steiner Steiner

The thirteenth edition continues a long effort to tell the story of how forces in business, government, and society shape our world. In addition, an emphasis on management issues and processes allows students to apply the principles they learn to real-world situations.

As always, a stream of events dictated the need for extensive revision. Accordingly, the authors have updated the chapters to include new ideas, events, personalities, and publications, while continuing the work of building insight into basic underlying principles, institutions, and forces.

Highlights of the Thirteenth Edition include: An expanded discussion of white collar crime and criminal prosecution of both managers and corporations in Chapter 7, “Business Ethics.”

A new section on the neural basis of ethical decisions in Chapter 8, “Making Ethical Decisions in Business.”

An expanded discussion of lobbying ethics as well as a revised discussion of corpo- rate money in elections and recent changes in election law in Chapter 9, “Business in Politics.”

A new fifth wave, “terrorism and financial crisis,” has been added to the four histori- cal waves of regulatory growth in Chapter 10, “Regulating Business.”

A new discussion of globalization, including the rise of the modern trading system and coverage of various trade organizations, such as the IMF and World Bank, in Chapter 12, “Globalization, Trade, and Corruption.”

New sections in Chapter 15, “Consumerism,” including Thoreau’s rejection of materialism, arguments defending consumerism, and a description of the consumer protection activities of the Federal Trade Commission.

Added emphasis on the nature and significance of diversity management programs in corporations in Chapter 17, “Civil Rights, Women, and Diversity.”

New coverage of the story of the Lehman Brothers bankruptcy and of the new governance reforms in the wake of the recent financial crisis in Chapter 18, “Corporate Governance.”

To learn more, visit this book’s Online Learning Center at

www.mhhe.com/steiner13e

9 7 8 0 0 7 8 1 1 2 6 7 6

9 0 0 0 0

www.mhhe.com

ISBN 978-0-07-811267-6 MHID 0-07-811267-2

E A N

M D

D A

L IM

#1142568 5/3/11 C Y

A N

M A

G Y

E L

O B

L K

Business, Government, and Society A Managerial Perspective, Text and Cases

Thirteenth Edition

John F. Steiner Professor of Management, Emeritus California State University, Los Angeles

George A. Steiner Harry and Elsa Kunin Professor of Business and Society and Professor of Management, Emeritus, UCLA

ste12672_fm_i-xvi.indd Page i 5/2/11 9:51 PM user-f497ste12672_fm_i-xvi.indd Page i 5/2/11 9:51 PM user-f497 /Volumes/DATA-DISK/Tempwork/2011/April 2011/29:04:11/MHDQ283:Hirt:202/Volumes/DATA-DISK/Tempwork/2011/April 2011/29:04:11/MHDQ283:Hirt:202

BUSINESS, GOVERNMENT, AND SOCIETY: A MANAGERIAL PERSPECTIVE, TEXT AND CASES Published by McGraw-Hill/Irwin, a business unit of The McGraw-Hill Companies, Inc., 1221 Avenue of the Americas, New York, NY, 10020. Copyright © 2012, 2009, 2006, 2003, 2000, 1997, 1994, 1991, 1988, 1985, 1980 by The McGraw-Hill Companies, Inc. All rights reserved. No part of this publication may be reproduced or distributed in any form or by any means, or stored in a database or retrieval system, without the prior written consent of The McGraw-Hill Companies, Inc., including, but not limited to, in any network or other electronic storage or transmission, or broadcast for distance learning.

Some ancillaries, including electronic and print components, may not be available to customers outside the United States.

This book is printed on acid-free paper.

1 2 3 4 5 6 7 8 9 0 DOC/DOC 1 0 9 8 7 6 5 4 3 2 1

ISBN 978-0-07-811267-6 MHID 0-07-811267-2

Vice president and editor-in-chief: Brent Gordon Editorial director: Paul Ducham Executive director of development: Ann Torbert Managing development editor: Laura Hurst Spell Editorial coordinator: Jonathan Thornton Vice president and director of marketing: Robin J. Zwettler Marketing director: Amee Mosley Market development specialist: Jaime Halteman Vice president of editing, design, and production: Sesha Bolisetty Lead project manager: Christine A. Vaughan Buyer II: Debra R. Sylvester Design coordinator: Joanne Mennemeier Senior photo research coordinator: Keri Johnson Media project manager: Suresh Babu, Hurix Systems Pvt. Ltd. Cover images: © Ingram Publishing; © Skip Nall/Getty Images; © Royalty-Free/CORBIS; © Hisham F. Ibrahim/Getty Images; © Getty Images/Digital Vision; © U.S. Navy photo by Mass Communication Specialist 1st Class Demetrius Kennon Typeface: 10/12 Palatino Compositor: Aptara®, Inc. Printer: R. R. Donnelley

Library of Congress Cataloging-in-Publication Data Steiner, John F. Business, government, and society : a managerial perspective: text and cases / John F. Steiner, George A. Steiner.—13th ed. p. cm. Includes index. ISBN-13: 978-0-07-811267-6 (alk. paper) ISBN-10: 0-07-811267-2 (alk. paper) 1. Industries—Social aspects—United States. 2. Industrial policy—United States. 3. Social responsibility of business—United States. I. Steiner, George Albert, 1912- II. Title. HD60.5.U5S8 2012 658.4—dc22 2011007905

www.mhhe.com

ste12672_fm_i-xvi.indd Page ii 5/2/11 9:51 PM user-f497ste12672_fm_i-xvi.indd Page ii 5/2/11 9:51 PM user-f497 /Volumes/DATA-DISK/Tempwork/2011/April 2011/29:04:11/MHDQ283:Hirt:202/Volumes/DATA-DISK/Tempwork/2011/April 2011/29:04:11/MHDQ283:Hirt:202

We dedicate this book to the memory of Jean Wood Steiner.

ste12672_fm_i-xvi.indd Page iii 5/2/11 9:51 PM user-f497ste12672_fm_i-xvi.indd Page iii 5/2/11 9:51 PM user-f497 /Volumes/DATA-DISK/Tempwork/2011/April 2011/29:04:11/MHDQ283:Hirt:202/Volumes/DATA-DISK/Tempwork/2011/April 2011/29:04:11/MHDQ283:Hirt:202

iv

Brief Table of Contents Preface xi

PART ONE A Framework for Studying Business, Government, and Society

1 The Study of Business, Government, and Society 1

2 The Dynamic Environment 22

3 Business Power 55

4 Critics of Business 83

PART TWO The Nature and Management of Corporate Responsibility

5 Corporate Social Responsibility 121

6 Implementing Corporate Social Responsibility 157

PART THREE Managing Ethics

7 Business Ethics 194

8 Making Ethical Decisions in Business 238

PART FOUR Business and Government

9 Business in Politics 271

10 Regulating Business 316

PART FIVE Multinational Corporations and Globalization

11 Multinational Corporations 352

12 Globalization, Trade, and Corruption 395

PART SIX Corporations and the Natural Environment

13 Industrial Pollution and Environmental Regulation 436

14 Managing Environmental Quality 476

PART SEVEN Consumerism

15 Consumerism 512

PART EIGHT Human Resources

16 The Changing Workplace 549

17 Civil Rights, Women, and Diversity 585

PART NINE Corporate Governance

18 Corporate Governance 630

ste12672_fm_i-xvi.indd Page iv 5/2/11 9:51 PM user-f497ste12672_fm_i-xvi.indd Page iv 5/2/11 9:51 PM user-f497 /Volumes/DATA-DISK/Tempwork/2011/April 2011/29:04:11/MHDQ283:Hirt:202/Volumes/DATA-DISK/Tempwork/2011/April 2011/29:04:11/MHDQ283:Hirt:202

v

Table of Contents

Preface xi

PART ONE A Framework for Studying Business, Government, and Society

Chapter 1 The Study of Business, Government, and Society 1

ExxonMobil Corporation 1 What Is the Business–Government–Society Field? 4 Why Is the BGS Field Important to Managers? 7 Four Models of the BGS Relationship 8

The Market Capitalism Model 9 The Dominance Model 12 The Countervailing Forces Model 15 The Stakeholder Model 16

Our Approach to the Subject Matter 20 Comprehensive Scope 20 Interdisciplinary Approach with a Management Focus 20 Use of Theory, Description, and Case Studies 20 Global Perspective 21 Historical Perspective 21

Chapter 2 The Dynamic Environment 22

Royal Dutch Shell PLC 22 Deep Historical Forces at Work 24

The Industrial Revolution 25 Inequality 25 Population Growth 28 Technology 30 Globalization 32 Nation-States 33

Dominant Ideologies 34 Great Leadership 35 Chance 35

Six External Environments of Business 36 The Economic Environment 36 The Technological Environment 38 The Cultural Environment 39 The Government Environment 41 The Legal Environment 42 The Natural Environment 43 The Internal Environment 44

Concluding Observations 45 Case Study: The American Fur Company 47

Chapter 3 Business Power 55

James B. Duke and The American Tobacco Company 55 The Nature of Business Power 58 What Is Power? 58 Levels and Spheres of Corporate Power 59 The Story of the Railroads 61 Two Perspectives on Business Power 64

The Dominance Theory 65 Pluralist Theory 71

Concluding Observations 75 Case Study: John D. Rockefeller and the Standard Oil Trust 75

Chapter 4 Critics of Business 83

Mary “Mother” Jones 83 Origins of Critical Attitudes Toward Business 86

The Greeks and Romans 86 The Medieval World 88 The Modern World 88

ste12672_fm_i-xvi.indd Page v 5/4/11 11:07 AM user-f501ste12672_fm_i-xvi.indd Page v 5/4/11 11:07 AM user-f501 204/MHBR234/ste12672_disk1of1/0078112672/ste12672_pagefiles204/MHBR234/ste12672_disk1of1/0078112672/ste12672_pagefiles

vi Table of Contents

The American Critique of Business 89 The Colonial Era 89 The Young Nation 90 1800–1865 91 Populists and Progressives 93 Socialists 95 The Great Depression and World War II 99 The Collapse of Confidence 100 The New Progressives 102

Global Critics 103 The Story of Liberalism 104 The Rise of Neoliberalism 105 Agenda of the Global Justice Movement 106 Global Activism 108

Concluding Observations 110 Case Study: A Campaign against KFC Corporation 112

PART TWO The Nature and Management of Corporate Responsibility

Chapter 5 Corporate Social Responsibility 121

Merck & Co., Inc. 121 The Evolving Idea of Corporate Social Responsibility 123

Social Responsibility in Classical Economic Theory 125 The Early Charitable Impulse 125 Social Responsibility in the Late Nineteenth and Early Twentieth Centuries 127 1950 to the Present 129

Basic Elements of Social Responsibility 131 General Principles 133 Are Social and Financial Performance Related? 134 Corporate Social Responsibility in a Global Context 135 The Problem of Cross-Border Corporate Power 136 The Rise of New Global Values 137

Global Corporate Responsibility 138 Development of Norms and Principles 138 Codes of Conduct 140 Reporting and Verification Standards 142 Certification and Labeling Schemes 142 Management Standards 143 Social Investment and Lending 144 Government Actions 144 Civil Society Vigilance 145

Assessing the Evolving Global CSR System 146 Concluding Observations 146 Case Study: Jack Welch at General Electric 147

Chapter 6 Implementing Corporate Social Responsibility 157

The Bill & Melinda Gates Foundation 157 Managing the Responsive Corporation 160 Leadership and Business Models 160 A Model of CSR Implementation 162

CSR Review 163 CSR Strategy 167 Implementation of CSR Strategy 168 Reporting and Verification 171

How Effectively Is CSR Implemented? 174 Corporate Philanthropy 175

Patterns of Corporate Giving 175 Strategic Philanthropy 177 Cause Marketing 179 New Forms of Philanthropy 181

Concluding Observations 183 Case Study: Marc Kasky versus Nike 183

PART THREE Managing Ethics

Chapter 7 Business Ethics 194

Bernard Ebbers 194 What Are Business Ethics? 197 Two Theories of Business Ethics 198

ste12672_fm_i-xvi.indd Page vi 5/11/11 3:23 PM user-f494ste12672_fm_i-xvi.indd Page vi 5/11/11 3:23 PM user-f494 /208/MHBR238/mcc21034_disk1of1/0071221034/mcc21034_pagefiles/208/MHBR238/mcc21034_disk1of1/0071221034/mcc21034_pagefiles

Table of Contents vii

Major Sources of Ethical Values in Business 200

Religion 201 Philosophy 202 Cultural Experience 204 Law 206

Factors That Influence Managerial Ethics 212

Leadership 212 Strategies and Policies 214 Corporate Culture 215 Individual Characteristics 218

How Corporations Manage Ethics 220 Ethics and Compliance Programs: An Assessment 227 Concluding Observations 228 Case Study: The Trial of Martha Stewart 229

Chapter 8 Making Ethical Decisions in Business 238

David Geffen 238 Principles of Ethical Conduct 241

The Categorical Imperative 241 The Conventionalist Ethic 242 The Disclosure Rule 243 The Doctrine of the Mean 244 The Ends–Means Ethic 244 The Golden Rule 245 The Intuition Ethic 246 The Might-Equals-Right Ethic 246 The Organization Ethic 247 The Principle of Equal Freedom 248 The Proportionality Ethic 248 The Rights Ethic 249 The Theory of Justice 249 The Utilitarian Ethic 251

Reasoning with Principles 251 Character Development 253 The Neural Basis of Ethical Decisions 253

Probing Ethical Decisions 254 Emotions and Intuition 256

Practical Suggestions for Making Ethical Decisions 257 Concluding Observations 259 Case Studies: Short Incidents for Ethical Reasoning 260 Tangled Webs 264

PART FOUR Business and Government

Chapter 9 Business in Politics 271

Paul Magliocchetti and Associates 271 The Open Structure of American Government 275 A History of Political Dominance by Business 277

Laying the Groundwork 277 Ascendance, Corruption, and Reform 278 Business Falls Back under the New Deal 280 Postwar Politics and Winds of Change 281

The Rise of Antagonistic Groups 282 Diffusion of Power in Government 283 The Universe of Organized Business Interests 284 Lobbying 287

Lobbying Methods 288 Power and Limits 290 Regulation of Lobbyists 291

The Corporate Role in Elections 293 Efforts to Limit Corporate Influence 294 The Federal Election Campaign Act 295 Political Action Committees 296 Soft Money and Issue Advertising 298 Reform Legislation in 2002 299

How Business Dollars Enter Elections 301 Concluding Observations 303 Case Study: Citizens United v. Federal Election Commission 304

Chapter 10 Regulating Business 316

The Federal Aviation Administration 316

ste12672_fm_i-xvi.indd Page vii 5/2/11 9:51 PM user-f497ste12672_fm_i-xvi.indd Page vii 5/2/11 9:51 PM user-f497 /Volumes/DATA-DISK/Tempwork/2011/April 2011/29:04:11/MHDQ283:Hirt:202/Volumes/DATA-DISK/Tempwork/2011/April 2011/29:04:11/MHDQ283:Hirt:202

viii Table of Contents

The United Nations Global Compact 375 Criticism of the Global Compact 378

The Alien Tort Claims Act 379 The Drummond Company on Trial 381

Concluding Observations 383 Case Study: Union Carbide Corporation and Bhopal 384

Chapter 12 Globalization, Trade, and Corruption 395

McDonald's Corporation 395 Globalization 397

Ascent and Inertia 400 Trade 402

The Rise and Fall of Trade 402 A New Postwar Order 404 Success and Evolution 404 The World Trade Organization 406 Regional Trade Agreements 409

Free Trade versus Protectionism 411 Why Free Trade? 411 Why Protectionism? 412 The Politics of Protectionism 413 Free Trade Responses to Protectionism 415 U.S. Deviation from Free Trade Policy 416 Tariff Barriers in Other Countries 416

Corruption 417 A Spectrum of Corruption 418 The Fight Against Corruption 420 The Foreign Corrupt Practices Act 422 Corporate Actions to Fight Corruption 425

Concluding Observations 426 Case Study: David and Goliath at the WTO 427

PART SIX Corporations and the Natural Environment

Chapter 13 Industrial Pollution and Environmental Regulation 436

The Majestic Hudson River 436

Why Government Regulates Business 319 Flaws in the Market 319 Social and Political Reasons for Regulation 320

Waves of Growth 320 Wave 1: The Young Nation 321 Wave 2: Confronting Railroads and Trusts 322 Wave 3: The New Deal 323 Wave 4: Administering the Social Revolution 324 Wave 5: Terrorism and Financial Crisis 325 War Blips 327

How Regulations Are Made 327 Regulatory Statutes 327 Rulemaking 329 Presidential Oversight 332 Congressional Oversight 334 Challenges in the Courts 335

Costs and Benefits of Regulation 337 The Regulatory Burden 337 Benefits of Regulations 339

Regulation in Other Nations 340 Concluding Observations 342 Case Study: Good and Evil on the Rails 342

PART FIVE Multinational Corporations and Globalization

Chapter 11 Multinational Corporations 352

The Coca-Cola Company 352 The Multinational Corporation 354

A Statistical Perspective 356 How Transnational Is a Corporation? 358 Breaking the Bonds of Country: Weatherford International 359

Foreign Direct Investment 362 FDI in Developing Economies 364

International Codes of Conduct 367 The OECD Guidelines for Multinational Enterprises 369

How the OECD Guidelines Work 369 Vedanta Resources 371

ste12672_fm_i-xvi.indd Page viii 5/11/11 3:24 PM user-f494ste12672_fm_i-xvi.indd Page viii 5/11/11 3:24 PM user-f494 /208/MHBR238/mcc21034_disk1of1/0071221034/mcc21034_pagefiles/208/MHBR238/mcc21034_disk1of1/0071221034/mcc21034_pagefiles

Table of Contents ix

Consumerism 515 Consumerism as an Ideology 515 Consumerism Rises in America 516 Consumerism in Perspective 518 The Global Rise of Consumerism 522

In Defense of Consumerism 523 Consumerism as a Protective Movement 524

The Consumer’s Protective Shield 525 The Food and Drug Administration (FDA) 526 The Federal Trade Commission (FTC) 527 The Consumer Product Safety Commission (CPSC) 529 The National Highway Traffic Safety Administration (NHTSA) 530 Consumer Protection by Other Agencies 532

Product Liability 534 Negligence 534 Warranty 535 Strict Liability 536 Costs and Benefits of the Tort System 537

Concluding Observations 538 Case Study: Alcohol Advertising 538

PART EIGHT Human Resources

Chapter 16 The Changing Workplace 549

Ford Motor Company 549 External Forces Shaping the Workplace 552

Demographic Change 553 Technological Change 555 Structural Change 556 Competitive Pressures 558 Reorganization of Work 560

Government Intervention 562 Development of Labor Regulation in the United States 562

Work and Worker Protection in Japan and Europe 569

Japan 569 Europe 570

Labor Regulation in Perspective 572 Concluding Observations 572 Case Study: A Tale of Two Raids 575

Pollution 438 Human Health 439 The Biosphere 440

Industrial Activity and Sustainability 442 Ideas Shape Attitudes Toward the Environment 444

New Ideas Challenge the Old 445 Environmental Regulation in the United States 447

The Environmental Protection Agency 447 Principal Areas of Environmental Policy 448

Air 448 Water 458 Land 459

Concluding Observations 463 Case Study: A World Melting Away 464

Chapter 14 Managing Environmental Quality 476

The Commerce Railyards 476 Regulating Environmental Risk 479 Analyzing Human Health Risks 479

Risk Assessment 480 Risk Management 486

Cost–Benefit Analysis 487 Advantages 488 Criticisms 489

Control Options 491 Command-and-Control Regulation 491 Market Incentive Regulation 492

Voluntary Regulation 498 Managing Environmental Quality 499

Environmental Management Systems 500 A Range of Actions 501

Concluding Observations 503 Case Study: Harvesting Risk 503

PART SEVEN Consumerism

Chapter 15 Consumerism 512

Harvey W. Wiley 512

ste12672_fm_i-xvi.indd Page ix 5/11/11 3:24 PM user-f494ste12672_fm_i-xvi.indd Page ix 5/11/11 3:24 PM user-f494 /208/MHBR238/mcc21034_disk1of1/0071221034/mcc21034_pagefiles/208/MHBR238/mcc21034_disk1of1/0071221034/mcc21034_pagefiles

x Table of Contents

PART NINE Corporate Governance

Chapter 18 Corporate Governance 630

Mark Hurd 630 What Is Corporate Governance? 633 The Corporate Charter 634 Power in Corporate Governance: Theory and Reality 636

Stockholders 636 Shareholder Resolutions 638 Assessing Shareholder Influence 639

Federal Regulation of Governance 639 Enron Corp. 640 Other Failures of Governance 644 The Sarbanes-Oxley Act 645 Lehman Brothers 646 The Dodd-Frank Act 650

Boards of Directors 651 Duties of Directors 652 Board Composition 652 Board Dynamics 653

Executive Compensation 655 Components of Executive Compensation 655 Problems with CEO Compensation 659

Concluding Observations 663 Case Study: High Noon at Hewlett- Packard 664

Chapter 17 Civil Rights, Women, and Diversity 585

The Employment Non-Discrimination Act 585 A Short History of Workplace Civil Rights 587

The Colonial Era 588 Civil War and Reconstruction 589 Other Groups Face Employment Discrimination 590 The Civil Rights Cases 591 Plessy v. Ferguson 592 Long Years of Discrimination 593

The Civil Rights Act of 1964 594 Disparate Treatment and Disparate Impact 595 The Griggs Case 596

Affirmative Action 597 Executive Order 11246 598

The Supreme Court Changes Title VII 599 The Affirmative Action Debate 601

Women at Work 602 Gender Attitudes at Work 604 Subtle Discrimination 605 Sexual Harassment 607 Occupational Segregation 610 Compensation 612

Diversity 614 Elements of Diversity Programs 616

Concluding Observations 618 Case Study: Adarand v. Peña 619

ste12672_fm_i-xvi.indd Page x 5/2/11 9:51 PM user-f497ste12672_fm_i-xvi.indd Page x 5/2/11 9:51 PM user-f497 /Volumes/DATA-DISK/Tempwork/2011/April 2011/29:04:11/MHDQ283:Hirt:202/Volumes/DATA-DISK/Tempwork/2011/April 2011/29:04:11/MHDQ283:Hirt:202

xi

Preface This 13th edition continues a long effort to tell the story of how forces in business, government, and society shape our world. As always, a stream of events dictated the need for extensive revision. In particular, a major financial crisis and a new presidential administration altered parts of the subject matter in important ways. Accordingly, we have updated the chapters to include new ideas, events, person- alities, and publications.

While current events move rapidly over the surface of our world, its underly- ing dynamics are largely undisturbed. As with every revision, we adapt to the flow of events, but we also continue the work of building insight into basic prin- ciples, institutions, and forces. So, while new events will doubtless erode the cur- rency of the discussions, we believe that certain insights about the relationships between business, government, and society should endure.

In what follows, we summarize new elements in this edition.

THE CHAPTERS Key revisions and additions in the chapters include these.

• Chapter 4, “Critics of Business,” has a new discussion of the rise of free market ideas that came to be called the Chicago School and their interaction with, first, Keynesian thinkers and, later, progressive thinkers.

• Chapter 7, “Business Ethics,” contains an expanded discussion of white-collar crime and criminal prosecution of both managers and corporations, including the growing use of deferred- and nonprosecution agreements. The chapter also has a new discussion of inner psychological processes interact that generate unethical behavior.

• Chapter 8, “Making Ethical Decisions in Business,” adds a new section on the neu- ral basis of ethical decisions. Studies of the brain using magnetic resonance imaging suggest that ethical decisions are fast, unconscious, and automatic processes. Their findings illuminate how individuals do (and should) make ethical decisions.

• Chapter 9, “Business in Politics,” includes an expanded discussion of lobbying ethics, including a more thorough discussion of the nature of bribery and inci- dents to illustrate its boundaries. The section on corporate money in elections is revised to explain changes in election law following the Citizens United v. Federal Election Commission decision. The chapter case study is now the story of Citizens United .

• Chapter 10, “Regulating Business,” adds a new fifth wave, “terrorism and fi- nancial crisis,” to the four historical waves of regulatory growth. This new wave covers the federal government’s aggressive expansion of regulation and changes in regulatory philosophy in the Barack Obama administration.

• Chapter 11, “Multinational Corporations,” has a new discussion of the Organisa- tion for Economic Co-Operation and Development’s Guidelines for Multinational

ste12672_fm_i-xvi.indd Page xi 5/2/11 9:51 PM user-f497ste12672_fm_i-xvi.indd Page xi 5/2/11 9:51 PM user-f497 /Volumes/DATA-DISK/Tempwork/2011/April 2011/29:04:11/MHDQ283:Hirt:202/Volumes/DATA-DISK/Tempwork/2011/April 2011/29:04:11/MHDQ283:Hirt:202

xii Preface

Enterprises. It tells a story about how the guidelines were applied to a mining company that sought to develop a sacred tribal land in India.

• Chapter 12, “Globalization, Trade, and Corruption,” introduces a new discus- sion of globalization. The section on trade now explains the rise of the modern trading system, including discussions of Bretton Woods, the International Mon- etary Fund, the World Bank, the General Agreement on Tariffs and Trade, and the World Trade Organization. The section on international corruption is re- vised to accommodate recent, more vigorous anti-bribery enforcement. It now relates more incidents and stories about bribery.

• Chapter 15, “Consumerism,” has several new sections including a discussion of Henry David Thoreau and his principled rejection of materialism, a presenta- tion of arguments defending consumerism, and a description of the consumer protection activities of the Federal Trade Commission.

• Chapter 17, “Civil Rights, Women, and Diversity,” contains added emphasis on the nature and significance of diversity management programs in corporations.

• Chapter 18, “Corporate Governance,” now tells the story of the Lehman Broth- ers bankruptcy that resulted from, among other factors, the lack of oversight by a poorly structured board of directors. It explains new governance reforms in the wake of the recent financial crisis.

CHAPTER-OPENING STORIES As in past editions, we begin each chapter with a true story about a company, a bi- ographical figure, or a government action. Five new stories appear in this edition.

• “David Geffen” is the story of a brash young man willing to compromise the truth to make his fortune. His career invites a timeless discussion of whether actions are always right and wrong in themselves, or whether their conse- quences should be considered.

• “Paul Magliocchetti and Associates” is the story of a bright young man who went to Washington, D.C., worked for a member of Congress, and set up a lobbying firm. He specialized in getting earmarks for corporations. His story reveals the hidden influence that characterizes politics in the nation’s capital.

• “The Federal Aviation Administration” focuses on how this agency issues a license before each launch of a space vehicle by a private company. The story tells how the FAA goes about assessing risks to the public with each launch. The agency’s actions are a small window into the work of a massive regulatory presence.

• “The Majestic Hudson River” reveals the details of the huge project to remove polychlorinated biphenyls from this waterway. More than half a century ago General Electric released the chemicals. Now it will pay as much as $2 billion to clean them out even as it protests that they do less harm if left undisturbed.

• “Mark Hurd” is about a former Hewlett-Packard CEO accused of sexual ha- rassment. The board investigated, but found no violation of the company’s sex- ual harassment policy. Still, when questioned by directors he had shaded the

ste12672_fm_i-xvi.indd Page xii 5/2/11 9:51 PM user-f497ste12672_fm_i-xvi.indd Page xii 5/2/11 9:51 PM user-f497 /Volumes/DATA-DISK/Tempwork/2011/April 2011/29:04:11/MHDQ283:Hirt:202/Volumes/DATA-DISK/Tempwork/2011/April 2011/29:04:11/MHDQ283:Hirt:202

Preface xiii

truth about his friendship with a woman. The board lost confidence in his in- tegrity. He was forced to resign.

THE CASE STUDIES Every chapter, except Chapter 1, ends with a case study. The cases illustrate one or more central themes in the chapter. Five new cases appear in this edition.

• “Tangled Webs” is a story of temptation and transgression. A man and a woman meet on a Web site for adulterers and begin a fated game of insider trading. The case invites discussion of the business model used by the Web site and of the psychology of lying and ethical transgression.

• “ Citizens United v. FEC” is the story of the Supreme Court decision that allowed corporations to contribute independently to federal political candidates. In a close five-to-four decision the Court’s more conservative justices decided that parts of America’s election law violated the First Amendment’s guarantee of free speech.

• “Good and Evil on the Rails” invites debate about the benefits and costs of regulation. After a train crash in California killed 24 passengers, Congress passed a law mandating $13.3 billion of computerized controls to make trains safer. Unfortunately, the benefits, including the value of statistical lives saved, were less than $1 billion. Is the money well spent?

• “A World Melting Away” is the story of the polar bear endangered by warming of its habitat. What kind of measures can prevent its extinction?

• “A Tale of Two Raids” is a study of the dilemmas faced by corporations trying to comply with laws that prohibit hiring unauthorized workers. It tells of two raids, one a physical raid, the other a sudden, mass firing based on an audit. Both tore apart families and towns.

SUPPORT MATERIALS FOR INSTRUCTORS The Online Learning Center, at www.mhhe.com/steiner13e, features resources for students and instructors. For students there are interactive exercises and self- quizzes designed to enhance understanding of text material.

For instructors there is an Instructor’s Resource Manual with sample course out- lines, chapter objectives, term paper topics for each chapter, and case study teach- ing notes with answers to the case questions. There also is a test bank covering chapters and case studies, including multiple-choice, true/false, fill-in, and essay questions.

Instructors will also find a set of PowerPoint© slides for each chapter to use for classroom lectures.

The Computerized Test Bank covers chapters and case studies. It includes multiple- choice, true/false, fill-in, and essay questions. In preparing exams instructors can view questions as they are selected; scramble questions and answers; add, delete, and edit questions; create multiple test versions; and view and save tests.

ste12672_fm_i-xvi.indd Page xiii 5/2/11 9:51 PM user-f497ste12672_fm_i-xvi.indd Page xiii 5/2/11 9:51 PM user-f497 /Volumes/DATA-DISK/Tempwork/2011/April 2011/29:04:11/MHDQ283:Hirt:202/Volumes/DATA-DISK/Tempwork/2011/April 2011/29:04:11/MHDQ283:Hirt:202

xiv

Acknowledgments We are indebted to the long line of authors, extending from ancient Athens to the present, who have tutored and inspired us. We extend special thanks to the ranks of colleagues and friends within the Academy of Management who have worked to develop and expand the field over the years. Where appropriate we cite their work. For this edition, the following reviewers have guided us. We are very apprecia- tive of their efforts and have followed their recommendations.

Gwendolyn Yvonne Alexis Monmouth University Laura Curran California State University, Fullerton Jeanne Enders Portland State University Susan A. O’Sullivan-Gavin Seton Hall University Jaqueline G. Slifkin The College at Brockport, SUNY Dennis L. Slivinski California State University,

Channel Islands Harry J. Taft Stetson University Robert E. Ward Baldwin-Wallace College George W. Watson Southern Illinois University,

Edwardsville Aimee Lynn Williamson Suffolk University

We thank also those in the world of affairs who were consulted along the way. Those who gave us new ideas, affirmed our interpretations, or verified our facts include Stephen E. Auslander; Jeff Ballinger, Press for Change; Ruthven Benjamin; Chris Banocy, General Electric Transportation; Jamie Yood, Google; Gordon Bennett, New Square Chambers; Bob Davis, Airgas Inc.; Warren Flatau, Federal Railroad Administration; Cheryl Gossin, Constellation Brands, Inc.; Maury Hendler; Kristi R. King, Talladega Speedway; George C. Nield, Office of Commercial Space Transportation, Federal Aviation Administration; Margaret L. Reilly, Office of Management and Budget, Executive Office of the President; Tracy Warner, The Wenatchee World ; Tom Wasz, Yum! Brands, Inc.; and Jo Woodman, Survival International. We are thankful for an outstanding editorial team at McGraw-Hill/Irwin, in- cluding especially managing development editor Laura Spell, whose guidance led to important and constructive changes in the book; editorial coordinator Jonathan Thornton, who responded to author suggestions while carefully putting all the elements of the effort in place; and lead project manager Christine Vaughan, who is exceptionally competent in the detailed work of turning an original manuscript into a printed book. Their patience and faith throughout the process were always welcome. We are grateful to copyeditor Nancy Dietz for schooling our style and adding clarity and consistency to the benefit of readers. We also express gratitude

ste12672_fm_i-xvi.indd Page xiv 5/4/11 11:08 AM user-f501ste12672_fm_i-xvi.indd Page xiv 5/4/11 11:08 AM user-f501 204/MHBR234/ste12672_disk1of1/0078112672/ste12672_pagefiles204/MHBR234/ste12672_disk1of1/0078112672/ste12672_pagefiles

Acknowledgments xv

to marketing manager Jaime Halteman, designer Joanne Mennemeier, senior photo research coordinator Keri Johnson, and media project manager Suresh Babu. Finally, we express our appreciation for the very fine work of Rakhshinda Chishty and the composition team at Aptara, Inc. This edition, like all previous editions, is an improbable, momentary, and par- tial triumph over an unruly, cosmic mass of information. That it occurred is due in significant part to those named here.

John F. Steiner

George A. Steiner

ste12672_fm_i-xvi.indd Page xv 5/6/11 6:41 PM user-f494ste12672_fm_i-xvi.indd Page xv 5/6/11 6:41 PM user-f494 /208/MHBR238/mcc21034_disk1of1/0071221034/mcc21034_pagefiles/208/MHBR238/mcc21034_disk1of1/0071221034/mcc21034_pagefiles

xvi

About the Authors

John F. Steiner is Professor of Management Emeritus at California State University, Los Angeles. He received his B.S. from Southern Oregon University and received an M.A. and Ph.D. in political science from the University of Arizona. He has coauthored two other books with George A. Steiner, Issues in Business and Society and Casebook for Business, Government, and Society. He is also the author of Industry, Society, and Change: A Casebook. Professor Steiner is a former chair of the Social Issues in Man- agement Division of the Academy of Management and former chair of the Depart- ment of Management at California State University, Los Angeles.

George A. Steiner is one of the leading pioneers in the development of university curriculums, re- search, and scholarly writings in the field of business, government, and society. In 1983 he was the recipient of the first Sumner Marcus Award for distinguished achievement in the field by the Social Issues in Management Division of the Acad- emy of Management. In 1990 he received the Distinguished Educator Award, given for the second time by the Academy of Management. After receiving his B.S. in business administration at Temple University, he was awarded an M.A. in eco- nomics from the Wharton School of the University of Pennsylvania and a Ph.D. in economics from the University of Illinois. He is the author of many books and ar- ticles. Two of his books received “book-of-the-year” awards. In recognition of his writings, Temple University awarded him a Litt.D. honorary degree. Professor Steiner has held top-level positions in the federal government and in industry, in- cluding corporate board directorships. He is a past president of the Academy of Management and cofounder of The California Management Review .

ste12672_fm_i-xvi.indd Page xvi 5/2/11 9:51 PM user-f497ste12672_fm_i-xvi.indd Page xvi 5/2/11 9:51 PM user-f497 /Volumes/DATA-DISK/Tempwork/2011/April 2011/29:04:11/MHDQ283:Hirt:202/Volumes/DATA-DISK/Tempwork/2011/April 2011/29:04:11/MHDQ283:Hirt:202

1

Chapter One

The Study of Business, Government, and Society ExxonMobil Corporation

ExxonMobil is a colossus. In 2010 it had revenues of $370 billion and net income of $29 billion. To put this in perspective, it had five times the sales of Microsoft; its profits equaled the total sales of Nike. It paid $89 billion in taxes, a sum exceeding the combined revenues of Microsoft and Nike. ExxonMobil employs 84,000 people, most in the 143 subsidiaries it uses for its operations. Its main business is discovering, producing, and selling oil and natural gas, and it has a long record of profiting more at this business than its rivals.

The company cannot be well understood apart from its history. It descends from the Standard Oil Trust, incorporated in 1882 by John D. Rockefeller as Standard Oil of New Jersey. Rockefeller was a quiet, meticulous, secretive manager, a relentless com- petitor, and a painstaking accountant who obsessed over every detail of strategy and every penny of cost and earnings. He believed that the end of imposing order on a youthful, rowdy oil industry justified the use of ruthless means.

As Standard Oil grew, Rockefeller’s values defined the company’s culture; that is, the shared assumptions, both spoken and unspoken, that animate its employees. If the values of a founder such as Rockefeller are effective, they become embedded over time in the organization. Once widely shared, they tend to be exceptionally long-lived and stable. 1 Rockefeller emphasized cost control, efficiency, centralized organization, and suppression of competitors. And no set of principles was ever more triumphant. Standard Oil once had more than 90 percent of the American oil market.

Standard Oil’s power so offended public values that in 1890 Congress passed the Sherman Antitrust Act to outlaw its monopoly. In 1911, after years of legal battles, the trust was finally broken into 39 separate companies. 2 After the breakup, Standard Oil

1 See, for example, Edgar H. Schein, The Corporate Culture Survival Guide, rev. ed. (San Francisco: Jossey-Bass, 2009), part one.

2 Standard Oil Co. of New Jersey v. United States, 221 U.S. 1 (1911).

ste12672_ch01_001-021.indd Page 1 5/4/11 3:07 PM user-f501ste12672_ch01_001-021.indd Page 1 5/4/11 3:07 PM user-f501 204/MHBR234/ste12672_disk1of1/0078112672/ste12672_pagefiles204/MHBR234/ste12672_disk1of1/0078112672/ste12672_pagefiles

2 Chapter 1 The Study of Business, Government, and Society

of New Jersey continued to exist. Although it had shed 57 percent of its assets to create the new firms, it was still the world’s largest oil company. Some companies formed in the breakup were Standard Oil of Indiana (later renamed Amoco), Atlantic Refining (ARCO), Standard Oil of California (Chevron), Continental Oil (Conoco), Standard Oil of Ohio (Sohio), Chesebrough-Pond’s (a company that made petroleum jelly), and Standard Oil of New York (Mobil). In 1972 Standard Oil of New Jersey changed its name to Exxon, and in 1999 it merged with Mobil, forming Exxon Mobil.

The passage of time now obscures Rockefeller’s influence, but ExxonMobil’s actions remain consistent with his nature. It has a centralized, authoritarian culture. Profit is an overriding goal. Every project must meet strict criteria for return on capital. ExxonMobil consistently betters industry rivals in its favorite measure, return on aver- age capital employed.

Unlike Southwest Airlines or Google, where having fun is part of the job, perform- ance pressure at ExxonMobil is so intense that it “is not a fun place to work.” 3 As Rockefeller bought competitors, he kept only the best managers from their ranks. Today managers at ExxonMobil face a Darwinian promotion system that weeds out anyone who is not a top performer. “We put them through a big distillation column,” said a former CEO, and “only the top of the column stays there.” 4 And oil industry competitors still find it a ferocious adversary. The company says simply that it “employs all methods of competition which are lawful and appropriate.” 5

Although ExxonMobil is a powerful corporation, it is no longer the commanding trust of Rockefeller’s era. As in the old days, its power is challenged and limited by economic, political, and social forces. Now, however, these forces are more leveling.

Markets are more contested. ExxonMobil pumps only 8 percent of the world’s daily output of oil and controls less than 2 percent of petroleum reserves. These fig- ures are far lower than in the 1950s when Exxon was the largest of the Seven Sisters, a group of Western oil firms that dominated global production and reserves, includ- ing the huge Middle East oil fields. 6 Now its largest competitors are seven state- owned oil companies, often called the new Seven Sisters, whose output dwarfs that of today’s privately owned companies. 7 The biggest, Saudi Aramco, is 3.5 times the size of ExxonMobil in daily crude oil output and has 32 times its reserves. 8 The rise of these state-owned companies reflects a new form of nationalism, one that rejects reliance on foreign firms to exploit natural resources.

3 Fadel Gheit, a former employee and an oil industry analyst, quoted in Geoff Colvin, “The Defiant One,” Fortune, April 30, 2007, p. 88.

4 Lee Raymond, quoted in Tom Bower, Oil: Money, Politics, and Power in the 21st Century (New York: Grand Central Publishing, 2009), p. 162.

5 Exxon Mobil Corporation, Form 10-K 2009, filed with the Securities and Exchange Commission, February 26, 2010, p. 1.

6 The Seven Sisters were Exxon, Mobil, Shell, British Petroleum, Gulf, Texaco, and Chevron.

7 The new Seven Sisters are Saudi Aramco (Saudi Arabia), Gazprom (Russia), China National Petroleum Company (China), National Iranian Oil Company (Iran), Petróleos de Venezuela S. A. (Venezuela), Petrobras (Brazil), and Petronas (Malaysia).

8 Government Accountability Office, Crude Oil, GAO-07-283, February 2007, fig. 9; and Ian Bremmer, “The Long Shadow of the Visible Hand,” The Wall Street Journal, May 22–23, 2010, p. W3.

ste12672_ch01_001-021.indd Page 2 4/4/11 7:36 PM user-f501ste12672_ch01_001-021.indd Page 2 4/4/11 7:36 PM user-f501 204/MHBR234/ste12672_disk1of1/0078112672/ste12672_pagefiles204/MHBR234/ste12672_disk1of1/0078112672/ste12672_pagefiles

Chapter 1 The Study of Business, Government, and Society 3

ExxonMobil is on a treadmill, constantly searching for new oil and natural gas supplies to compensate for declining production in existing fields. Output from a mature field drops 5 to 8 percent a year. To maintain profitability the company pursues new reserves wherever they are, taking political risks and abiding unrest and corruption. Iran and Venezuela have expropriated its assets. In Indonesia, govern- ment troops guard its facilities against attacks by rebel forces. In Chad, Angola, Nigeria, and Equatorial Guinea, it has paid dictators for access to oil.

Governments are more active and relations with them, ranging from high-level diplomacy to mundane regulatory compliance, are more complex than in the past. In 2003 the company engaged in a high-stakes game of political intrigue trying to pur- chase Yukos Oil Company. Yukos was a technologically backward Russian company that controlled oil and gas deposits in Siberia so huge they would double Exxon- Mobil’s reserves. ExxonMobil wanted it badly and offered $45 billion to the Russian capitalists who owned it. Their leader was billionaire Mikhail Khodorkovsky, a political rival of Russia’s President Vladimir Putin. Khodorkovsky promised ExxonMobil that he would use his political influence to clear the deal, but when its top managers met with Putin he was guarded and said, “These details are for my ministers. You must deal with them.” 9 Soon, Khodorkovsky’s private jet was mysteriously delayed from taking off at a Siberian airfield and boarded by masked police, who arrested him on charges of fraud and tax evasion. He has been in jail ever since. Yukos soon merged with a state-owned oil company managed by one of Putin’s close allies.

In more ordinary ways, webs of law and regulation dictate ExxonMobil’s opera- tions in each country where it does business. In the United States alone approximately 200 federal departments, commissions, agencies, offices, and bureaus, only a hand- ful of which existed in Rockefeller’s day, impose rules on the company. If the founder were alive, he might find this tight supervision unrecognizable—even incredible. For example, in 2009 the company paid a $600,000 fine to settle charges that 85 migra- tory birds in five states died of hydrocarbon exposure after landing in production and wastewater ponds. It agreed to a $2.5 million bird protection program. It will put nets over ponds and install electronic systems that turn on flashing lights and noisemakers when they detect incoming flights of birds. 10

ExxonMobil also faces a demanding social environment. As a leader in the world’s largest industry, it is closely watched by environmental, civil rights, labor, and con- sumer groups—some of which are actively hostile. For years the company agitated environmentalists by rejecting the scientific case for global warming. Alone among major oil companies, it refused to make significant investments in renewable energy. Its former CEO called such investments “a complete waste of money.” 11

In 2006 a new CEO, Rex Tillerson, tried to blunt criticism by granting publicly that the world is warming. But he made no changes in strategy. A group of John D. Rockefeller’s heirs, believing that ExxonMobil no longer represented the “forward- looking” spirit of its great founder, wrote to Tillerson, welcoming him as the new

9 Quoted in Tom Bower, Oil: Money, Politics, and Power in the 21st Century, p. 10.

10 United States Attorney’s Office, District of Colorado, “Exxon-Mobil Pleads Guilty to Killing Migratory Birds in Five States,” press release, August 13, 2009.

11 Lee Raymond, quoted in “The Unrepentant Oilman,” The Economist, March 15, 2003, p. 64.

ste12672_ch01_001-021.indd Page 3 5/4/11 3:07 PM user-f501ste12672_ch01_001-021.indd Page 3 5/4/11 3:07 PM user-f501 204/MHBR234/ste12672_disk1of1/0078112672/ste12672_pagefiles204/MHBR234/ste12672_disk1of1/0078112672/ste12672_pagefiles

4 Chapter 1 The Study of Business, Government, and Society

leader and requesting a meeting .12 He would not meet with them. Subsequently, 66 Rockefeller descendants signed an initiative calling on the company to convene a climate change task force. The company refused to talk with the family members, who held only 0.006 percent of its shares. 13

Besides using ethanol blends in gasoline, ExxonMobil’s major investment in alternative energy is a $600 million research project to make biofuels from algae. 14 That investment pales in comparison with its $27 billion in capital and exploration expenditures in 2009 and a $30 billion project nearing completion to liquefy and ship natural gas from Qatar.