Citizens DisUnited

Democratic capitalism -- the source of America's vast wealth, the foundation of our entire economic system -- is threatened as never before, not from without but from within. Shareholders today no longer own, except in the narrowest legal sense, the corporations they have invested in. Emboldened by the Supreme Court and enabled by a compliant Congress and compromised regulators, America's CEOs have staged a corporate coup d'état. They, not the titular owners of the businesses, decide where and how company resources will be deployed, what laws will be evaded in the pursuit of short-term gain, what offshore havens profits will be stashed in to avoid taxation, and critically, how lavishly the CEOs themselves will be compensated. Far too much of American business is being run for the personal enrichment and glorification of its manager-kings. This book shows how that happened and unveils, for the first time, a new study showing that corporations "un-owned" by their shareholders -- corporate "drones" -- are far worse corporate citizens and have significantly lower average shareholder returns than firms in which owners still exercise authority over management. Manager-kings, it turns out, are bad both for society and for business itself.

Pioneering shareholder activist and corporate governance adviser, Robert AG Monks, has written numerous books and articles about corporate impact on society and how improved governance enhances the societal and corporate value. He is the author of Corporate Governance (with Nell Minow), Watching the Watchers, The New Global Investors and Corpocracy. Bob Monks is an expert on retirement and pension plans, and was appointed director of the United States Synthetic Fuels Corporation by President Reagan who also appointed him one of the founding Trustees of the Federal Employees' Retirement System. He served in the Department of Labor as Administrator of the Office of Pension and Welfare Benefit Programs having jurisdiction over the entire U.S. pension system. And, he was a founder of Institutional Shareholder Services, Lens Governance Advisers and The Corporate Library. His website is www.ragm.com.