Archive for the ‘CEOs’ Category
Starbucks’ ”Race Together” stunt is working—just not for Starbucks
So apparently Starbucks wants to turn tens of thousands of baristas into facilitators for discussions about race. Starbucks CEO Howard Schutlz recently announced that he wants the company’s front-line employees to write “Race Together” on the sides of customers’ cups. The idea is to inspire a conversation about race.
Not surprisingly, the plan has been thoroughly mocked online. Jokes abound, as do cynicism and outright disbelief.
More seriously, there’s a worry about the position the plan puts baristas in. It’s reminiscent of recent criticism of a plan by McDonald’s to require employees occasionally to engage in cuteness — dancing, singing, etc. — as part of the chain’s “pay with lovin'” campaign. The indignity that could imply is pretty clear. As for Starbucks employees, these are people in low-wage jobs who don’t need the extra hassle, or worse, that might come from being required to engage strangers on touchy topics.
But from a social point of view, it’s hard to fault Starbucks for trying. After all, of all the social ills facing modern society, racial prejudice, racial discrimination, and the resulting racial tension together constitute one of the big ones. And in fact, trying to do something — anything — that would help combat racism is a good example of what I would call true corporate social responsibility. That is, it’s a matter of a company taking on what it sees as a responsibility not to customers, or to employees, or to other specific stakeholders, but to society as a whole. Whether Starbucks or any other company actually has such a responsibility is another question. But if it does, then such a responsibility is emphatically a social one.
Naturally, some will be cynical. As is almost always the case when a big company makes big headlines, there will be conspiracy theorists who speculate that the campaign was never really intended to get baristas to engage customers, but to raise a ruckus and thereby garner Starbucks free exposure. There’s no such thing as bad publicity, blah blah blah.
That could certainly be the case. But that doesn’t mean the campaign couldn’t have social impact. Even if thousands of baristas are not going to be joining hands with customers to kick down racial barriers, the company has none the less started a dialogue about race. After all, the question everyone is talking about now is about just why it is that having employees engage customers on race would be such a problematic thing. The fact that the prospect is an awkward one is, after all, precisely a result of racial tension. So, we’re not talking about race, but (you’re reading this, aren’t you?) we’re talking about how hard it is to talk about race. And that, I think, amounts to the same thing.
See also: Why Starbucks CEO Howard Schultz is right to talk about race
What’s Your Duty When Your Boss is Out of Control?
Filed under: CEOs, character, employees, management, trust, Uncategorized, virtue, whistleblowing, workplace ethics, workplace safety |
Comments (5) What are an employee’s responsibilities when the boss is out of control — when he or she is self-destructive, doing damage to the organization, or both? It’s one of the hardest problems of workplace ethics.
A case in point is the staff at Toronto’s City Hall, who have and continue to labour under Mayor Rob Ford, a mayor whose strange and erratic behaviour must make continuing the city’s work all but impossible. And bad news continues to pile up for Ford. This past week Toronto Police revealed that they were in possession of a certain video, one that apparently shows the mayor smoking crack, a video the existence of which the mayor had previously denied. And then details surfaced regarding Ford’s behaviour on St Patrick’s day of last year, when he showed up ‘very intoxicated,’ both at City Hall and in public.
Ford has been, in effect, a train wreck. But not exactly merely a private train wreck. He’s been a train wreck in public, and at the office. This raises an interesting question for the people who have worked with him. What are your responsibilities when the boss is a mess? Should you cover up and enable? Should you confront? Should you keep your head down? Staff at City Hall may be facing a particularly public form of this question, but it’s a problem faced in many workplaces.
Junior employees typically have the most to lose, so let’s deal with them first. The first thing that needs to be said is that junior employees aren’t always obligated to speak up, especially when speaking up puts them in personal or professional peril. For all our talk about ‘speaking truth to power,’ there’s a limit to how much we can ask people to sacrifice. It can be OK to keep your head down. This is a question of ethics, but ethics isn’t about always doing the maximum; it’s about deciding the right course of action, based on a range of relevant considerations. And keeping your job is one of those.
The corollary to the permission to keep your head down, though, is an obligation to learn from the situation, to figure out how you might help to avoid such situations in the future, and to resolve never to put junior employees in such a bind when you yourself are at the top of the ladder.
Of course, if your boss’s antics are putting lives at risk, that’s an ethical consideration that should probably outweigh your own concern with staying employed. Valuing your own job above the public safety implies a level of egocentrism that is incompatible with our general social responsibilities.
But an employee’s level of responsibility for the boss varies with power and proximity. A senior advisor with a lot of influence has a responsibility to use it. When you’ve got the boss’s ear, you owe it to him or her to give good guidance, even what it’s advice he or she does not want to hear. But if the boss won’t listen, and if your position gives you the relevant authority, you should take action. Just what action to take will depend on what options are available to you, given your organization’s governance structure.
Most crucial of all is to remember that you owe your primary allegiance not to the boss, but to the organization. With very few exceptions, an employee’s duty is to the mission of the organization as a whole. In normal circumstances, it’s up to the boss to coordinate and motivate employees in pursuit of that mission. But when the boss strays far off mission, or wanders into utter ineffectualness, then there’s justification for deviating from the usual chain of command. Good leaders — ones who are aware of their own foibles and who are focused on the good of the organization — will make it clear to their employees in advance that that’s what they would want them to do, should the need ever arise.
Why Do (or Don’t) Companies Go Green?
Filed under: CEOs, corporate citizenship, energy, environment, NGO, sustainability, values |
Comments (5) Why do some companies “go green,” while others are satisfied to go grey? Why do some develop robust sustainability programs while others sit back and watch?
Yesterday, as part of my Business Ethics Speakers Series at the Ted Rogers School of Management, I had the pleasure of hosting Hamish van Der Ven, a Ph.D. candidate from the University of Toronto. The title of Hamish’s talk was “Big-Box Retail and the Environment: Why Some Firms Innovate and Others Stagnate.” His main contention was that the main factor at play is the socialization of high-level executives at multi-stakeholder sustainability networks. In other words, what matters is whether the leaders of the company in question make use of opportunities to sit down with a range of folks to talk about sustainability.
The main competing theory of why companies go green is the theory that it all has to do with profitability. Companies go green, on this theory, because they buy into the “business case” for sustainability. That is, they come to believe that reducing energy usage, minimizing packaging and waste, and so on, will be good for the bottom line. Alternatively, they come to believe that being perceived as environmentally-progressive will win them customers, and increase profits that way.
But as Hamish rightly points out, that explanation suffers from a serious defect. Every company is subject to those pressures — they all want to cut costs and reduce waste and attract environmentally-concerned consumers— but only some of them actually put much effort into sustainability programs that will do those things. If the business case is such an important motivator, why don’t all companies buy into it?
Much more significant, Hamish argues, are the opportunities executives take, or don’t take, to open themselves up to internalizing new social norms. The process of socialization involves precisely the process of internalizing social norms. And that happens through social interaction.
And when leaders change their thinking, they tend to do a lot to change corporate culture. As the head of CSR for one major corporation told me, “We talked a lot about going green, but then one day the CEO called and said ‘Make it happen,’ so it happened.”
Of course, this isn’t just just a story about how policy-makers and activists can influence companies by influencing leaders. It’s also a story about how leaders can implement change in their own organizations. As Hamish put it, “If you sit down with people who think differently, you start to see things in a new light. We cannot expect change to result from [instead] sitting around a table with people who think just like you.”
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Update, Dec. 14, 2013: Hamish has now published a paper based on this research. “Socializing the C-suite: why some big-box retailers are “greener” than others,” Business and Politics Ahead of print (Dec 2013)
Starbucks to Guns: “No Thanks”
Filed under: CEOs, corporate citizenship, employees, freedom, government, protest, public relations, retail, safety, values, workplace safety |
Comments (2) Starbucks CEO Howard Schultz has stirred up controversy by posting an open letter asking Americans not to bring firearms into the coffee chain’s stores, even where it is legal to do so.
“Few topics in America generate a more polarized and emotional debate than guns,” Schultz wrote. “In recent months, Starbucks stores and our partners (employees) who work in our stores have been thrust unwillingly into the middle of this debate. That’s why I am writing today with a respectful request that customers no longer bring firearms into our stores or outdoor seating areas.”
I think Schultz is to be commended. Not for the position he has taken, but for the way he went about taking it. His open letter lays out the problem frankly and even-handedly. Some people are in favour of openly carrying firearms. Others are made incredibly uncomfortable by the idea of armed civilians behind them in line while they order a grande, half-sweet, non-fat, no-whip mocha. And Schultz doesn’t want his employees caught in the middle, so he’s making a polite request.
But, not surprisingly, the request has generated a firestorm of opposition. Not all of that opposition was well reasoned.
Twitterers who screamed that their rights were being tread upon, for example, were doubly incorrect. First, it is important to note that Starbucks isn’t imposing a ban on firearms in their stores. They’re asking politely, and have given no indication that they’re going to do anything more than that. Asking politely doesn’t infringe anyone’s rights.
Secondly, Starbucks isn’t the government, so appealing to the Second Amendment right to bear arms is (no pun intended) off-target. The US Constitution and the amendments to it protect citizens from intrusions by government, not from (supposed) intrusions by other citizens or private institutions like Starbucks.
But this raises larger, more interesting questions. It’s easy for me to say that, hey, Starbucks is a private company and it can make whatever requests it wants. It could even outright ban firearms from its stores, if it wanted to. They certainly wouldn’t be the first to do so. The stores are private property, and Americans do have constitutionally-protected property rights. Schultz doesn’t have to allow visitors to his home to carry guns, and he doesn’t have to allow visitors to his stores to carry them either.
But there’s an important sense in which a big company like Starbucks isn’t “just a company,” and a sense in which its stores are not fully private property. Starbucks has over 13,000 stores in the US alone (and over 60,000 worldwide), making their stores the go-to spot for coffee, a soft chair, and free wifi for plenty of Americans. And Schultz’s own vision for Starbucks was to make it a ‘third place’ between work and home, a kind of quasi-public meeting place. And so there’s a sense in which Starbucks, like Google and Facebook, is effectively a part of our public infrastructure.
That’s not to say that Starbucks has the legal obligations of a government. That would be a dangerous position to take. But it suggests that the range of ethical obligations we attribute to big companies with an important role in public life are a fit subject for debate. Schultz deserves praise, I think, for taking a good first step by presenting his reasoning openly, and making it fodder for public discussion.
University Frosh Rape Chant Poses Leadership Challenge
Filed under: accountability, CEOs, character, decision-making, economics, safety, values, virtue |
Comments (1) Last week, a scandal sprouted on Canada’s east coast, when it was discovered that part of Frosh Week activities at Saint Mary’s University (SMU), in Halifax, included the chanting of a song promoting the sexual assault of underage girls. The news broke shortly after a video of the chant was posted online. Condemnation was broad and swift. Some were angry at the students. Others were angry at university administrators. Others simply lamented the sad state of “youth today” and the perpetuation of the notion that it is OK to glorify rape.
As it happens, I taught for about a decade in SMU’s Philosophy Department; I still have friends who teach there. I know some of the administrators involved in this case, and have more than a little affection for the place, generally.
My own particular scholarly interest in this case, though, has to do with the ethics of leadership. I think the events described above provide a good case-study in the ethics of leadership. That’s not to say that it is an example of either excellent or terrible leadership. But rather, that it’s a case that illustrates the challenges of leadership, and an opportunity to reflect on the ethical demands that fall on leaders in particular, as a result of the special role they play.
Two key leaders were tasked with handling the SMU situation. One was Jared Perry, President of the Saint Mary’s University Student Association. Perry has now resigned. Reflecting on his error, Perry said “It’s definitely the biggest mistake I’ve made throughout my university career and throughout my life.” The other leader is SMU president Colin Dodds. For his part, Dodds has condemned the chant and the chanters, and has launched an internal investigation and a task force.
A leader facing a crisis like this needs to balance multiple objectives.
On one hand, a leader needs to safeguard the integrity and reputation of the organization. Of course, just how to do that can be a vexing question. Do you do that by effecting a ‘zero tolerance’ policy, or by a more balanced approach? Do you focus on enforcement, or education?
A leader also needs to deal appropriately with the individuals involved. In this case, that means offering not just critique (or more neutrally, “feedback”) to the students involved, but also offering compassion and advice in the wake of what everyone agrees is a regrettable set of circumstances. In particular, a situation like this involves a “lead the leaders” dynamic. It is an opportunity for university leaders to teach something specifically about leadership to the student leaders involved. It is also, naturally, yet another opportunity for university leaders to learn something about leadership themselves; unfortunately, that lesson must take the form of learning-by-painfully-doing.
Finally, a leader needs to be responsive to reasonable social expectations. In this case, those expectations are complex. On one hand, society wants institutions entrusted with educating the young provides a suitably safe setting, and arguably one that fosters the right kinds of enculturation. On the other hand, society wants — or should want — universities to be places where freedom of speech is maximized and where problems are addressed through intellectual discourse. Indeed, my friend Mark Mercer (in SMU’s philosophy department) has argued that what the university ought to demonstrate, in such a situation, is its commitment to intellectual inquiry and to the idea that when someone uses words we disagree with, we should respond not with punishment but with open discussion and criticism.
Balancing those objectives is a complex leadership challenge. And there’s no algorithmic way to balance such competing objectives. But one useful way to frame the leadership challenge here is to consider the sense in which, in deciding how to tackle such a challenge, a leader is not just deciding what to do. He or she is also deciding what kind of leader to be, and what kind of institution he or she will lead. Each such choice, after all, makes an incremental difference in who you are. It is at moments like this that leaders build institutions, just as surely as if they were laying the bricks themselves.
Making Sense of Tone at the Top
Filed under: accountability, boards, capitalism, CEOs, conflict of interest, culture, employees, leadership |
Comments (1) In my last blog entry, I began a discussion of the question of the extent to which the right “tone at top” contributes to a company’s success. I began by exploring just what we mean by ‘tone” in this context, and what kinds of activities and behaviours by leaders should be seen as constituting setting the right tone.
Next, what does it mean to focus on tone specifically at the top?
The “top” can’t be thought to mean the CEO, or even the entire executive team. “Top” should be interpreted as meaning whomever is at the top, for you, ethically: whomever you regard as a moral leader. Because leadership isn’t a job title. Anyone who embodies the key leadership values of trustworthiness, insight, humility and enthusiasm is likely to be seen as a leader, regardless of job title.
So let’s talk for a moment about not just the tone at the literal “top”, but also the tone at the middle. Average tenure of a CEO these days is, what, 4 or 5 years? This means that the tone at the literal top of the organization is likewise liable to change every 4 to 5 years. But lower down, every organization has a larger class of middle managers who come and go much less frequently.
And from the point of view of ethics, that has to be important. Don’t forget, in most large organizations, most people never get to meet the CEO, or for that matter any C-suite executive. For them, someone in middle management is effectively “the top” – the top of the relevant chain of command. So the right tone has to be set at many managerial levels.
Finally, we need to ask what “success” is. When we assert that positive tone at the top “ensures success,” what do we mean?
“Success” here has to be taken to mean “ethical success,” because “ethical success” means doing justice to the full range of ethical obligations that obtain within an organization. That means doing your best to earn a decent return for investors, while at the same time treating people with respect and playing by the rules. Success in this regard means achieving a reasonable level of compliance with not just the letter but also with the spirit of the law, and with the unwritten rules of the game, and with reasonable social expectations.
Now, no one can ever reasonably expect to turn a tough, competitive business environment into a love-in, or expect that any organization with hundreds or thousands of employees will be able to guarantee that no one ever breaks a rule. But if an organization is going to come even close to meeting reasonable expectations, meeting the capitalist ideal of playing fair while trying to earn a decent living by selling a decent product, it is going to have to do that in large part through the force of effective leadership.
A positive tone at the top is the closest thing there is to a guarantee of success, as long as you think critically about what those words must mean for a complex organization in a competitive environment.
Does the Right Tone at the Top Guarantee Success? Part 1
Filed under: accountability, boards, CEOs, codes of ethics, employees, leadership, management, values |
Comments (1) I spent the morning today speaking at Centre for Accounting Ethics Symposium called “Accounting Ethics and Tone at the Top” (put on by the School of Accounting and Finance, University of Waterloo). I was part of a panel discussion that took on the provocative question of whether positive ethical tone at the top ensures success.
It’s a provocative question because the word “ensure” pretty much points to a negative answer. Success is never guaranteed in business. In fact, it is the constant fear of failure that drives competition, that drives the pursuit of efficiency, that drives innovation. Nothing – literally nothing – guarantees success. Will a killer product ensure success? Of course not! You need the right financial model, the right marketing channels, the right organization, and the right competitive environment too. Will a great team ensure success? No, of course not. Other organizations have great teams, too. You also need the right leadership, a product that consumers want, and so on.
So positive tone won’t guarantee success, but neither will anything else. The right tone won’t guarantee ultimate victory in the marketplace, but that’s hardly a criticism. The fact that a positive ethical tone won’t guarantee success doesn’t mean it’s not important, indeed, essential. Without it, an organization’s chances of long-term success – defined either in terms of integrity or in terms of the bottom line – are considerably diminished.
So what do we mean when we refer to “tone”? Tone is much more complicated than it sounds.
In this context ethical “tone” means the tone or tenor that a leader sets with regard to choices between right and wrong, between more and less admirable forms of behaviour. Tone is the signal that is sent from top to bottom within an organization about what kind of behaviour is to be admired and emulated, and what kinds of behaviour will not be tolerated. Ethical leadership means taking responsibility for the tone you set.
But tone takes many forms. It is crucial to see that setting the right tone means much more than just sounding ethical. It also means acting ethically, and being seen as acting ethically. Tone consists in the set of signals given through the words a leader says and the deeds she does and the attitudes she displays.
It means doing what you can to manage that elusive something called “organizational culture,” and knowing that culture trumps strategy every time.
In particular, setting the right tone means avoiding – in both words and deeds – excuses and rationalizations. Rationalizations (“I had no choice;” “No one was really hurt;” “It’s not my job;” “It’s a stupid rule anyway…”), are an absolutely key ingredient in a great many instances of wrongdoing. And we don’t generally make up rationalizations on our own and learn how to apply them from scratch. We learn them, unfortunately, from our role models, from people we look up to, from people we see as leaders. Leaders can and must set the tone, in neither helping themselves to such rationalizations, nor tolerating them when used by others.
Setting the right tone also means fostering open conversation about ethics, about the obligations of and obligations within your organization. It means putting ethics on the table. It means letting those who work for you know that it’s OK to ask questions about ethics, and to make values and principles an explicit part of their decision-making. A leader needs to build decision-making capacity and empower employees to take responsibility.
We can sum up the significance of tone this way: A great deal has been written about ethical leadership, and the significance of ‘tone at the top.’ That literature might be usefully summed up by two sweeping statements, two unavoidable truths:
1) Ethics must come from the top down. People take their cues from their leaders. Yes, people learn their basic values from their parents and other childhood role-models, long before they become employees. But they learn how to enact those values in a business context from their workplace mentors and leaders. All of us learn basic lessons about honesty and integrity from our parents. But few of us learn about technical concepts such as Conflict of Interest from our parents. They don’t teach us about the moral obligations embodied in fiduciary relationships, or about how to balance the various interests at stake in a quasi-adversarial relationship between buyer and seller. We need leaders – specifically business leaders – to teach us those things. So: Ethics must come from the top down.
The second grand lesson is this:
2) Ethics cannot come from the top down. It cannot be imposed. You need buy-in. You can lead a horse to water, but you cannot make it drink. You can hand every employee a copy of “their” brand-new code of ethics, commissioned by HR and endorsed by the CEO and the Board. But that doesn’t guarantee that anyone will read it, let alone take it to heart. A code won’t overcome an organizational culture that puts short-term profit-seeking above all else; or a culture where individuals put moral blinders on, focusing narrowly on their own jobs rather than taking responsibility for the ethically-significant elements of the organization’s mission. It won’t make up for a culture that tacitly endorses playing fast and loose with accounting rules. That’s why tone – not just sermons handed down from on high – is so important.
A focus on tone can of course easily become confused with a focus on words, and on the personal integrity that a leader takes him- or herself to have. We see this all the time. When the mayor of a major city prides himself on integrity, on wanting to “clean up City Hall” and to put an end to the “gravy train,” but then cannot recognize a blatant conflict of interest when he sees one, you see “tone at the top” gone awry.
In my next blog entry, I’ll continue this topic by addressing what it means to focus on “tone at the top” and whether it can ensure or at least contribute to success.
CEO Pay for Performance in Canada
CEO pay — in Canada, at least — is apparently more closely aligned with corporate performance than most people have suspected.
Last week I had the pleasure of hosting Matt Fullbrook, Manager of the Clarkson Centre for Business Ethics and Board Effectiveness, as part of my Business Ethics Speakers Series. Fullbrook’s presentation focused on an interesting study recently completed by the Clarkson Centre.
Much of the discussion focused on this provocative graph:
The graph plots change in CEO pay against total shareholder return (TRS). Each dot represents a company listed on the TSX 60. The red dot shows the average for all companies studied. The blue shaded areas indicate companies at which CEO pay and shareholder value have been headed in the same direction (up or down) over the 8 years under study (2004-2011). The other areas show misalignment. The vast majority of companies are in the blue regions. Only at one company did pay rise substantially without a commensurate rise in shareholder value, and several companies showed phenomenal growth in value with no change in CEO compensation.
After his presentation, Fullbrook summarized the study’s findings for me this way: “Our research shows that CEO pay and performance are largely in sync at Canada’s largest corporations, contrary to conventional wisdom. Despite the Financial Crisis, and a significant amount of CEO turnover, most issuers have successfully aligned executive compensation with shareholder returns, which is great news for investors.”
I’ll leave you with just a couple of comments on this.
First, it’s worth noting that the x-axis on the graph above shows change in CEO pay, rather than absolute level of CEO pay. So while we can see that not many Canadian companies provided their CEOs with big raises, that doesn’t mean that they weren’t overpaid to start with. They may or may not have been; that’s a different study. But the fact that pay and performance are heading in the same direction is still pretty significant, given that lots of criticism has been rooted in the perception that CEO pay was climbing while investors get shafted. This study shows that, in general, that’s not true in Canada.
Second, just what counts as “alignment” is itself a difficult question, and during his presentation Fullbrook was thoughtful in this regard. What we see in the red dot in the graph above is a kind of correlation. It suggests that the pattern in Canada is that a slight upward trend in CEO pay is accompanied by a bigger upward trend in shareholder value. But this leaves open questions such as whether TRS is the right measure of “performance” (even if we focus exclusively on the interests of shareholders).
And if we try looking at individual companies, at a particular moment in time, the question of alignment becomes even more difficult. The word “alignment” itself arguably suggests parallel trajectories. But where a CEO is overpaid, it makes sense for pay to go down even while (hopefully) value is going up. The attempt there is to make pay commensurate with value, not to push them in the same direction.
Executive compensation continues to be one of the hardest problems faced by corporate boards, as well as an absolutely key ethical obligation. Doing it well is difficult when we’re not even sure what doing it well looks like.
Ethics on Wall Street: Hate the Player, Not the Game!
Filed under: accountability, adversarial ethics, capitalism, CEOs, character, compliance, corporations, corruption, employees, ethics, insider trading, white collar crime |
Comments (8) A recent survey of Wall Street executives paints a bleak picture of the moral tone of a central part of our economic system.
According to the survey (conducted for Labaton Sucharow LLP), 24 percent of respondents believe that financial professionals need to engage in unethical behaviour in order to get ahead. 26 percent report having observed some form of wrongdoing, and 16 percent suggested that they would engage in insider trading if they thought they could get away with it.
Two points are worth making, here.
First, some perspective. Far from alarming, I think the number produced by this survey are relatively encouraging. Indeed, the numbers are so encouraging that I can’t help but suspect unethical attitudes and behaviours were seriously underreported by respondents. Only 26 percent had seen something unethical? Seriously? That seems unlikely. And the fact that only 16 percent said they would engage in insider trading is also relatively benign. There are, after all, people who believe that insider trading isn’t unethical at all, and shouldn’t be illegal. They argue that insider trading just helps make public information that shouldn’t be private in the first place. I don’t think that point of view hold water, but the fact that it’s put forward with a straight face makes it pretty unsurprising that a small handful of Wall Street types are going to cling to the notion.
Second, a survey like this highlights the difference between our ethical evaluation of capitalists, on one hand, and our ethical evaluation of capitalism, on the other. One of the major virtues of the capitalist system is that it is supposed to be able to produce good outcomes even if participants aren’t always squeaky clean. In no way does it assume that all the players will be of the highest virtue. Adam Smith himself took a pretty dim view of businessmen. In The Wealth of Nations, Smith wrote:
“People of the same trade seldom meet together, even for merriment and diversion, but the conversation ends in a conspiracy against the public.”
And yet despite his dim view of capitalists, Smith remained a great fan of capitalism — or rather (since the term “capitalism” hadn’t been coined yet) a fan of what he referred to as “a system of natural liberty.” The lesson here is that evidence (such as it is) of low moral standards on Wall Street shouldn’t make us panic. Perhaps it should make us shrug, and say, “Such is human nature.” The challenge is to devise systems that take the crooked timber of humanity and mould it in constructive ways. Governments need to take corporate motives as they are and devise regulations that encourage appropriate behaviour. And executives need to take the motives of their employees as they are and devise corporate structures — hierarchies, teams, incentive plans — that motivate those employees in constructive ways. In both cases, while the players should of course look inward at what motivates them, the rest of us should focus not on the players, but on the game.
Executive Compensation at a Regulated Monopoly
Filed under: accountability, activism, boards, CEOs, compensation, consultants, governance, shareholders, stakeholders |
Leave a comment Protests broke out last week at the first annual shareholders’ meeting of Canadian energy company, Emera. Emera is a private company, traded on the Toronto Stock Exchange. But one of its wholly-owned subsidiaries, Nova Scotia Power, is the regulated company that supplies Nova Scotia with virtually all of its electricity.
The protest concerned the fact that several Emera and Nova Scotia Power executives had received substantial raises, despite the fact that Nova Scotia Power had just recently had to go to the province’s Utility and Review Board to get approval to raise the price it charges Nova Scotians for electricity. According to the utility, the rate hike was needed to add new renewable energy capacity to Nova Scotia’s grid. But protestors wondered if the extra cash wasn’t going straight into the pockets of wealthy executives.
The first thing worth pointing out for anyone not already aware is that practically no one thinks that anyone is doing executive compensation particularly well. Sure, most boards have Compensation Committees now, and many big companies engage compensation consultants to do the relevant benchmarking and to make recommendations. But no one is particularly confident in either the process or the results. So Emera’s board is far from alone in facing this kind of critique.
The second point worth making is that there are two very different kinds of stakeholders concerned in a case like this, but in this particular case they happen to overlap substantially. On one hand, there are Emera’s shareholders. They have an interest in making sure the company’s Comp Committee does its job, and sets executive compensation in a way that attracts, retains, and motivates top talent in order to produce good results. On the other hand, there are customers of Nova Scotia Power, ratepayers who want a cheap, stable supply of electricity. Now, as it happens, many of the vocal protestors at Emera’s annual meeting are members of both groups: they are shareholders in Emera and customers of Nova Scotia Power. But it is crucial to see that these are two separate groups, with very different sets of concerns. When this story is portrayed as a story about angry shareholders, this crucial distinction gets blurred. What’s good for shareholders per se is obviously not the same as what is good for paying customers. And, importantly, a company’s board of directors aren’t accountable to customers in the same way that they are to shareholders.
The final point to make about this is that, to observers of corporate governance, this is actually a “good news” story. As noted above, no one thinks executive compensation is handled very well. But despite that fact, corporate boards still face relatively little pushback from shareholders, and are relatively seldom held to account in this regard. There are of course exceptions (including a number of failed “say on pay” votes) but those exceptions prove the rule. And that’s unfortunate. In any ostensibly democratic system, it is a good thing when the voters take the time to show up and to ask hard questions. Even if no one is sure that such participation improves outcomes, it is an invaluable part of the process.
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(I was on CBC Radio’s Maritime Noon show to talk about this controversy. The interview is here.)
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