People like to think that the power of management is balanced by the power of shareholders. But today, any remaining accountability is little more than a vestige of the original contract, the last remaining trace of the myth that no one seems to want to give up. Monks and Minow describe in detail the tools that corporate managers developed during the 1980s to diminish the decision-making power of shareholders. They argue persuasively, and in detail, that today the modern corporation is run by management chiefly for the benefit of management. Though shareholders continue to benefit from profitable decisions, shareholders no longer call the shots.
Management rules the roost.
But even management is not entirely in control. Monks and Minow argue at length that the modern corporation has a life and a logic all its own. Monks and Minow argue that governments do not have what it takes to control corporations. Historically, they argue, corporations have turned government controls into corporate shields. All state legislatures still have the right to grant, to amend, and to revoke corporate charters.