Tracking corporate rules-change ideas

Corporate Rules Change: RESOURCES

(updated June 3, 2013)



A new taxonomy/synopsis/overview

Charting two decades of thought on reforming the impact of money and corporations on American public policy

 By William P. Densmore Sr. (deceased)

Rule-change book sources

Introduction — Genesis, Purpose  and Contents

Changes in the way we govern corporations are required to revitalize participatory democracy in the United States.  One barrier may be a perception that these changes are new or radical.

In fact, dozens of books have been written over 20 years that address key principles of policy rules changes. These changes will lead to a more just and sustainable free-market, capitalist democracy.  In this essay, we offer a “A New Taxonomy of Corporate Rules Changes.”

For people concerned about inadequate oversight of large public corporations and financial institutions and big-money domination of Washington politics, this paper provides a rationale and suggestions for consideration.

It is based upon literature review and discussions with many experts.

LINK:  To draft, work-in-progress paper (PDF download)

  • We define a total of 15 key rules-change initiatives and document their citation and exposition in at least 22 popular non-fiction books published since 1994.
  • We spotlight significant ongoing, scholarly, mainstream consensus on the need for reform to make our democracy more just and sustainable — less dominated by corporations, lobbying and the influence of political contributions.
  • We advance proposals for rules and incentives for corporations to respond to broad, public benefits rather than the special interests of shareholders.
  • We provide an environment for real-time interaction among citizens concerned that our system is heading in the wrong direction, and ready to help thoughtfully to turn it.

The author is a retired corporate vice president and division general manager of a Fortune 300 manufacturing company. He became interested in the need for changes in corporate behavior through membership in Boston-based United for a Fair Economy (

In 1997, he attended the founding conference of the Responsible Wealth program of United for a Fair Economy, met author David Korten, and read Korten’s bestselling book, “When Corporations Rule the World.” This prophetic book raises awareness of the threat of corporate domination of governance and the need for changes.

Since 1997, much has been said and written, but little has been accomplished to provide appropriate rules and oversight for large, public corporations.  But the economic near-meltdown since 2008, the Occupy Wall Street initiative begun in fall 2011,  more evidence of unusual climate change and the continuing disruption in world capital markets have focused new attention on how we might thoughtfully change standards of corporate governance and ethics to ensure genuine progress toward longterm world sustainability and  revitalized participatory democracy.

READ MORE: 15 rules-change topics (PDF download)

Why rules and rule changes are needed

Corporations play by rules that need to be changed. The “rule change” framing comes from Chuck Collins, founder of United for a Fair Economy and its Responsible Wealth Program, and now director of the Program on Inequality and the Common Good at the Institute for Policy Studies in Washington, D.C.

As the history of the United States demonstrates, market-based capitalism can produce goods and services efficiently. To function fairly and as intended, market-based capitalism requires appropriate “rules of the game” with government oversight and enforcement. Beginning in about 1980, government oversight has eroded. It has become clear that rules are often vague or non-existent and are often not enforced. The public has come to fear that the game is rigged. Major changes in rules and full enforcement are needed.

Preaching and teaching about corporate ethics won’t get the job done. The public stock-market system creates demands for ever increasing short-term earnings. It does not reward concern for employees, community or the environment. Without appropriate rules, corporations with high standards are at a disadvantage in competition with those that don’t care. Joel Baken’s 2004 book “The Corporation” is subtitled “The Pathological Pursuit of Profit and Power.” Page 56 notes that “the corporation is singularly self-interested and unable to feel genuine concern for others in any context.”

Consequences of inadequate rules and inadequate enforcement
Short-term earnings pressures trump concerns for employees, customers, community and the environment and make USA firms vulnerable to ex USA competition.  The results:

  • Financial system in crises because of deregulation.
  • Growing gaps in income and wealth; suppression of wages and benefits.
  • Ruthless exportation of jobs via “free” trade without concern for human rights violations in the supplying country or the impact on job losses in the USA.
  • Resistance to appropriate health and safety standards.
  • Antitrust rules ignored, hence concentration, loss of choice, higher prices

The spontaneous eruption of the Occupy Wall Street movement in late 2012,  the disruption in European equity markets,  increasing financial inequality and  mounting evidence of unusual climate changes all suggest that the status quo is not sustainable.


Action plan for rule-change legislation by the U.S. Congress

 For our system to keep working for all, we need to use the tools of democracy at our disposal to change the rules.  Our overall recommendation is a call for a bipartisan, public-private task force with a decent budget to bring forth well-considered, feasible changes such as the four listed below.

Steps required:

  1. Form a coalition of supporters and legislators develop consensus on changes to consider.
  2. Prepare a cogent statement of need and benefits for each such change.
  3. Review the losses and difficulties that each change would create.
  4. Drop changes where benefits don’t outweigh the losses.
  5. Consider how to counter the objections that will be raised for each change included.
  6. Prepare a bill or bills for filing, utilizing staff of members of Congress and the Congressional Research Service.
  7. File bill, refer to committee, hold hearings, develop support, move through the process for enactment.

The four most important rule changes

Here are the four rule changes we think such a commission should most carefully examine:

1. Make lear that Corporations do not have the Constitutional Rights of People

Sources such as the bookCorporation Nation, and the publications of the Program on Corporations, Law and Democracy (POCLAD) point out that through a series of Supreme Court decisions, corporations have been granted  the constitutional rights of individuals. The Court has declared that under the law, corporations are persons. For example, corporations claim rights to First Amendment freedom of speech in order to block regulation on corporate lobbying and electioneering. At the state and local levels, several legal challenges are proceeding. Action is needed at the federal level. Of special note is the Move to Amend program – see – and bills filed by in November by U.S. Rep. James P. McGovern, D-Mass.,  and U.S. Sen. Bernie Sanders, I-Vt.,  declaring that corporations are not people under the Constitution.

2. Require Federal Corporate Charters to Include Public Good

There has been  a widely-held view that the obligation of corporations is to owners only. For example, a 1999 report by the National Association of Corporate Directors asserts: “The objective of the corporation (and therefore of its management and board of directors) is to conduct its business activities so as to enhance corporate profit and shareholder gain.” The corporate structure shields owners from liability for corporate debt and damage claims. Directors should have an obligation to consider the corporation’s impact on other publics. In early America, corporations were viewed as institutions to serve the public and accountable to the public through the democratic process. Corporate charters were required to define a specific purpose benefitting the public, and were revocable. For more background, see or

 However, some legal and business scholars, such as Lynn Stout in her 2012 book, “The Shareholder Value Myth,” are now arguing this shareholder-only obligation argument is not well grounded in history and may not even be in the best interest of shareholders.

We need federal legislation which defines the responsibilities of large, public corporations and their directors and officers to include public good, including employees, customers, communities and the environment. Some states have such statutes, but the concept of public obligation needs to be embodied in federal law and enforced via federal charter requirements, at least for large public corporations engaged in interstate commerce.



3. Curtail Influence of Big Money on Elections and Legislation

Corporate money and high-wealth individuals have excessive influence on legislation and elections via campaign contributions that are rewarded by access, and the purchase of services high proportion of the 12,000 congressional lobbyists with and lobbying spending of about $13 billion annually. Reasonable reform legislation has been overturned by the assertion of “First Amendment rights of free speech for corporations. A constitutional amendment may be needed  to settle the  the interpretation of the U.S. Constitution by declaring that it refers only to natural  people.

4. Act for World Sustainability; Replace GNP as the Measure of Prosperity,

and Accept Limits to Growth

It is beyond reasonable doubt that the world is moving towards a state of permanent shortages in many critical materials – fuel, water, arable land, scarce minerals, etc. arable land.  Our economic system and reporting judge success by short term growth in consumption, profits and employment.  This dilemma must be resolved. There is hope; research shows that once basic needs are met, relationships are the source of fulfillment or happiness rather than consumption.  Employment is shifting from consumption to infrastructure,  alternative energy sources and government-sponsored research and development.

These four changes are fundamentally necessary to restoring a balance between public good and private gain. At least 10 other promising areas for rules-change consideration, supported by numerous authors cited, are found in the following appendix.

What we hope to produce is an unemotional, rational consideration of the benefits and losses of each proposed change leading to legislation.  Many of these suggestions are part of established practice in nations such as  Germany – one of the world’s strongest economies – where there are extensive worker protections, long vacations and free college tuition. The process we are suggesting will permit appropriate elimination or modification of those suggestions that would significantly hurt the United States’ world competitiveness.   Legislation could emerge from an unemotional, rational consideration of the benefits and losses of each proposed change.  The alternative is continued polarization, gridlock and short-term, private gain and public loss.  Our literal survival requires more.

Posted in management | Tagged , , , , , , , , , , , , , , , , | Leave a comment

How can media sustain community, and vice versa?

Audio of a May 31, 2012 panel discussion at the U.S. Slow Living Summit, in Brattleboro, Vt.

Posted in Uncategorized | Leave a comment

John Paton on paywalls, strategy, Patch, outsourcing and keeping local journalism vibrant

(exact quotes only were indicated by quote marks)
of MediaNews Group Inc.-published audio of
Journal Register Co. CEO John Paton speaking Sept. 7, 2011
to MediaNews Group at the Denver Post

Listen to Journal Register Corp. CEO John Paton address and answer questions from employees of the Denver Post and MediaNews Group on Sept. 7, 2011 in Denver in this 36-minute MP3 podcast.  The original audio was posted as a WMA-formatted file HERE.  And was linked from THIS PAGE.

John Paton

John Paton

The MP3 format can be downloaded and played on Apple devices more readily than WMA.  It can be streamed from this blog post, or downloaded from HERE. The only editing of the MP3 audio  version was to eliminate a minute of whitenoise at the beginning of the session and pauses of more than a couple of seconds. The audio level of some questioners was also boosted.

Paton is introduced by Dean Singleton, executive chairman of Media News Group and a co-founder of the company.  The person first heard introducing Singleton is not identified in the recording.

Read on to go to the partial transcript . . .

Posted in news future | Tagged , , , , , , , , , , , , , | 1 Comment

AUDIO (mp3 format): JRC’s John Paton at MediaNews Denver

Listen to Journal Register Corp. CEO John Paton address and answer questions from employees of the Denver Post and MediaNews Group on Sept. 7, 2011 in Denver in this 36-minute MP3 podcast:   CLICK TO DOWNLOAD/PLAY

The original audio was posted as a WMA-formatted file HERE.  The MP3 format can be played on Apple devices more readily than WMA. The only editing of this MP3 version was to eliminate a minute of whitenoise at the beginning of the session and pauses of more than a couple of seconds. The audio level of some questioners was also boosted. If you would like to stream the audio without downloading it, you can reach it from this blog post.

Paton is introduced by Dean Singleton, executive chairman of Media News Group and a co-founder of the company. The person first heard introducing Singleton is not identified in the recording. For a partial transcript of this audio and Paton’s remarks and answers, go to

Posted in audio, news future | Tagged , , , , , , , , , , , , , | 1 Comment

AUDIO: A behind-the-scenes look at the ad targetting business

Mark DeChant


BOULDER, Colo. — Mark DeChant began his media career as a reporter, editor and graphic-artist for newspapers in Ohio and Indiana. But then a colleague encouraged him to switch gears and begin working on the business and sales side of newspapers.

CLICK TO DOWNLOAD AND LISTEN TO AUDIO (mp3 podcast, 25mb, 50 mins.)

Ad targetting methods

Ad targetting effectiveness (DeChant slide)

Some 20 years later, DeChant is now a major-accounts executive for Baynote, Inc., a leading technology company in the fast-growing and chaotically inventive world of advertising personalization and targetting.

In this 50-minute talk, DeChant provides a layperson’s summary of all the techniques used by ad-targetting companies to see to it that your experience surfing and buying on the web is completely different from anyone else’s. That’s because you will see different advertisements, and sometimes even different stories — based upon your previous web behavior, including the sites you’ve visited, the links you’ve clicked on and how long you wait before the next click.

Posted in advertising, personalization | Tagged , , , , , | Leave a comment

VIDEO: Daniel Pink “The Surprising Truth About What Motivates Us”

Counter-intuitive research (from Carnegie-Mellon, Univ. of Chicago and MIT, some of it funded by the U.S. Federal Reserve Bank) about what motivates people to achieve in a work environment, explained by author Daniel Pink, of Washington, D.C.

White-board animation of Daniel Pink talk

YouTube animation of Pink's talk

The traditional notions of incentive rewards vs. punishment don’t necessarily apply to jobs that require cognitive skills. WATCH THE VIDEO (10  minutes).  More than 6.2 million people had viewed this video on YouTube as of Aug. 14, 2011. It combines an audio record of a talk Pink gave at Great Britain’s Royal Society for the encouragement of Arts, Manufacture and Commerce (now just known as “The RSA”). His talk has been set to a narrative white-board drawing by London’s CognitiveMedia group.

Pink mades five points:

  1. Pay people enough to take money off the table. But  more than that doesn’t motivate.
  2. People want autonomy, mastery challenges and purpose
  3. If you want engagement, more than compliance, offer  the possibility of radical self-direction
  4. Profit disconnected from purpose causes problems
  5. Understanding what motivates can create organizations  that will make our world better.
Posted in Uncategorized | Leave a comment

GUEST POST: The 12 elements of effective organizations — circa 1985

Bill Densmore (Sr.)

Bill Densmore (Sr.)

EDITOR’S NOTE – Conventional wisdom about effective management is in constant flux – much like fashion.  But if the things that motivate people stay relatively constant across generations, then it’s perfectly logical to keep looking to the past for advice about modern management. In that spirit, here are “Twelve Characteristics of Effective Organizations,” authored, and copyrighted, by William P. Densmore [Sr.] in 1985 as part of his “ELEMENTS OF EFFECTIVE MANAGEMENT ASSESSMENT PROCESS.”  Densmore  is a retired senior manufacturing executive of Norton Co., (now a brand of Saint-Gobain,  the largest global manufacturer and supplier of abrasives.  He  lives in Worcester, Mass.
Click on Page 2 below to go to 12 elements

Posted in management | Tagged , , , , , , , , , , , , , , , , , | Leave a comment

A call to action: Making the marketplace for trust, identity and information commerce

As the news and paper come unglued, what will pay for journalism in the new news ecosystem? We need a new digital marketplace for information.


Managing information overload is an opportunity. How can publishers can cultivate customized, one-to-one relationships with users, provide them personalized information, and get paid for doing so?

Posted in Uncategorized | Leave a comment

Meeting the challenges of privacy, trust identity and information commerce

We’ve been working with the Reynolds Journalism Institute on an idea called the
Information Trust Association, or initiative.  It’s fleshed out in “Paper to Persona.”

Information Trust initiative

Information Trust initiative

Here’s how I typically explain in in a couple of minutes of cocktail conversation:

The idea would be to bring together major publishers, technology and information-services companies to create a shared-user network for privacy, trust, identity and information commerce. It would add some things to the web that the web doesn’t have today, to solve two big problems:

Posted in ita | Tagged , , , , , , , , , , | Leave a comment

Four U.S. teachers sought to help with government-sanctioned progressive high-school experiment in China

WILLIAMSTOWN, Mass. — Media Giraffe Project conference alum Stephen Wilmarth is seeking to hire four U.S. teachers to spend a minimum of one year in China as part of a government-sanctioned effort to experiment with innovative teaching methods focused on 21st-century, technology-enabled learning.

Steve Wilmarth

He’s looking for teachers with degrees in math, science, engineering, art, history, psychology or economics qualified to teach rigorous Advanced Placement and other academic subjects. The goal, he says, is “create a liberal education model along the lines of a tip U.S. college-preparatory academy.”

The program is within the No. 1 High School Affiliated with Central China Normal University (the nation’s top teacher-education institution) in Wuhan, Hibei Province. You can view either both a FAQ sheet and a posting notice about the opportunities, which include details about pay, living and working conditions for what Wilmarth says “is now becoming one of China’s boldest experiments in education reform.”

Posted in Uncategorized | Tagged , , , , , , , , , , , , , , | Leave a comment