Closing the Legitimacy Gap in Corporate Governance: Governing the Multinational Corporation by Means of Democratic Decision Making

Beyond national peculiarities, corporate governance practice is mainly centered on the protection of investors' rights. However, this view neglects the fundamental changes of the operating conditions of business due to globalization and the weakening of regulatory frameworks. Weak or absent enforcement of contracts, increasingly unfettered negative externalities of corporate action, and involvement of private actors in the provision of public goods change the role of business in a fundamental way, rendering it a political actor in part. Resulting in the extension of corporate power these developments challenge the very assumptions of dominant corporate governance theory. Recurring misuse of this power poses a threat to organizational legitimacy as well as to the legitimacy of the system of market economy. Drawing on suggestions to restore organizational legitimacy by means of discursive processes, I argue that corporate governance needs to become open to such processes to contribute to the safeguarding of organizational legitimacy and therewith the legitimacy of the system of market economy in a globalized world. Based on these considerations, basic requirements as well as limits for an according modification of current corporate governance practice will be introduced. CLOSING THE LEGITIMACY GAP IN CORPORATE GOVERNANCE: GOVERNING THE MULTINATIONAL CORPORATION BY MEANS OF DEMOCRATIC DECISION MAKING Anselm Schneider ([email protected]) Center for Corporate Responsibility and Sustainability/University of Zurich Kuenstlergasse 15a CH – 8001 Zurich Paper submitted for the 26 EGOS Colloquium 2010 in Lisbon, Sub-theme 44: “From old repertories of power and contention at work to new forms of institutional domination and (un)organized contentions” Zurich, May 26. 2010 Please do not cite or quote without permission! CLOSING THE LEGITIMACY GAP IN CORPORATE GOVERNANCE: GOVERNING THE MULTINATIONAL CORPORATION BY MEANS OF DEMOCRATIC DECISION MAKING