The form of the firm: A critical and normative theory of the corporation

This dissertation explores the corporation from the perspective of normative political theory. As I argue, the corporation is not easily located within the theoretical matrix of liberal democracy. Because of this, a political theory of the corporation is required in order to evaluate whether our corporate institutions are consonant with the liberal democratic values we affirm. The first half of the dissertation explores the Chicago School's political theory of the corporation. In this view corporations are taken to be the result of market-like individual voluntary initiatives, and therefore should be left alone for the sake of efficiency and liberty. The Chicago School argues for this, however, at the expense of coherence and sociological rigor. The better way to approach the corporation, I argue, is by seeing it as enabling what I call "norm-governed production." On my account, firms overcome market inefficiencies by drawing on social and cooperative scripts that allow for cooperative activity that the market under-produces or does not produce at all.;This analysis opens up an avenue for prescription and critique that does not deny the economic aspects of the corporation; if we admit that the efficiencies produced by the corporation entail normative scripts, and not merely voluntary contracts, then we can ask whether or not such scripts are compatible with our notions of fairness and justice. We can also ask whether changing scripts in the direction of fair or just relationships can be done without sacrificing too much in the way of corporate efficiency. In the second half of my dissertation I leverage this account of corporate efficiency into an alternative political theory of the corporation. I argue that our legal and political institutions ought to be restricted so as to protect corporations' vulnerable parties and to encourage ownership patterns that empower those who make the most personal investments. I further argue that, from the perspective of business ethics, the corporation ought to be reconceived as an agent in maximizing efficiency while also being an agent for mitigating social injustice.