American Corporations Research Articles

IASA Statement of Support for the Struggle Against Racialized Violence in the United States

The International American Studies Association is dismayed to see the explosion of anger, bitterness and desperation that has been triggered by yet another senseless, cruel and wanton act of racialized violence in the United States. We stand in solidarity with and support the ongoing struggle by African Americans, indigenous peoples, ethnic minorities, migrants and the marginalized against the racialized violence perpetrated against them.
 As scholars of the United States, we see the killing of George Floyd and many before them as acts on the continuum of the history of the powerful committing racialized violence against the powerless in the United States from before the birth of that country to the here and now of the present day. This continuum stretches from the transatlantic slave trade, the genocide of the indigenous population, the denial of rights and liberties to women, through the exploitation of American workers, slavery and Jim Crow, to the exclusion and inhumane treatment of the same migrants who make a profit for American corporations and keep prices low for the U.S. consumer. As scholars of the United States, we are acutely aware of how racialized violence is systemic, of how it has been woven into the fabric of U.S. society and cultures by the powerful, and of how the struggle against it has produced some of the greatest contributions of U.S. society to world culture and heritage.
 The desperate rebellion of the powerless against racialized violence by the powerful is in turn propagandized as unreasonable or malicious. It is neither. It is an uprising to defend their own lives, their last resort after waiting for generations for justice and equal treatment from law enforcement, law makers, and the courts. In too many instances, those in power have answered such uprisings with deadly force—and in every instance, they have had alternatives to this response.
 We are calling on those in power and the people with the guns in the United States now to exercise their choices and choose an alternative to deadly force as a response to the struggle against racialized violence. You have the power and the weapons—you have a choice to do the right thing and make peace.
 We are calling on U.S. law makers to listen and address the issues of injustice and racialized violence through systemic reform that remakes the very fabric of the United States justice system, including independent accountability oversight for law enforcement.
 We are calling on our IASA members and Americanists around the world to redouble their efforts at teaching their students and educating the public of the truth about the struggle against racialized violence in the United States.
 We are calling on our IASA members and Americanists around the world to become allies in the struggle against racialized violence in the United States and in their home societies by publicizing scholarship on the truth, by listening to and amplifying the voices of black people, ethnic minorities and the marginalized, and supporting them in this struggle on their own terms.
 We are calling on all fellow scholarly associations to explore all the ways in which they can put pressure with those in power at all levels in the United States to do the right thing and end racialized violence.
 There will be no peace in our hearts and souls until justice is done and racialized violence is ended—until all of us are able “to breathe free.”
 
 Dr Manpreet Kaur Kang, President of the International American Studies Association, Professor of English and Dean, School of Humanities & Social Sciences, Guru Gobind Singh Indraprastha University, India;Dr Jennifer Frost, President of the Australian and New Zealand American Studies Association, Associate Professor of History, University of Auckland, New Zealand;Dr S. Bilge Mutluay Çetintaş, Associate Professor, Department of American Culture and Literature, Hacettepe University, Turkey;Dr Gabriela Vargas-Cetina, Professor of Anthropology, Universidad Autónoma de Yucatán, Mexico;Dr Paweł Jędrzejko, Associate Professor of American Literature, University of Silesia in Katowice, Poland;Dr Marietta Messmer, Associate Professor of American Studies, University of Groningen, The Netherlands;Dr Kryštof Kozák, Department of North American Studies, Charles University, Prague;Dr Giorgio Mariani, Professor of English and American Languages and Literatures, Department of European, American and Intercultural Studies, Università “Sapienza” of Rome;Dr György Tóth, Lecturer, History, Heritage and Politics, University of Stirling, Scotland, United Kingdom;Dr Manuel Broncano, Professor of American Literature and Director of English, Spanish, and Translation, Texas A&M International University, Laredo, USA;Dr Jiaying Cai, Lecturer at the School of English Studies, Shanghai International Studies University, China;Dr Alessandro Buffa, Secretary, Center for Postcolonial and Gender Studies, University of Naples L’Orientale, Italy;

Fairness and Flexibility: Understanding Corporate Bankruptcy’s Arc

The paper grows out of two observed trends in corporation bankruptcy practice: first, reorganizations are increasingly structured by deals agreed to by insiders (including controlling creditors) before cases are filed, and bankruptcy courts have shown a willingness to adopt these deals within the chapter 11 process, despite concerns that the deals might not strictly comply with the Bankruptcy Code. But at the same time, there is a growing backlash – seen not only in academic writing, but also in appellate court decisions – against the flexible, deal culture that the bankruptcy courts have embraced. My paper shows that these opposing forces are not new. By looking at the long history of corporate bankruptcy – going back to the initial railroad insolvencies before the Civil War – I show how the story of American corporate reorganization law exhibits a distinctive pattern: a long, slow wave, drifting between flexibility and fairness. I argue that movements toward the extreme “fairness” pole are inherently unstable. In particular, because moves to extreme fairness tend to render reorganization systems unusable, the need for a functional reorganization system will inherently force a move back from fairness and toward flexibility. I conclude by arguing that changes to help the legitimate interests of small players getting crushed in the current system are worthwhile, but “reforms” that ultimately help distressed debt investors or other asset managers extract greater returns from bankrupt corporations are misguided at best. Moreover, as shown by an analysis of the prior reign of tremendous fairness – from about 1938 to 1978 – such a system is inherently unstable because the corporate reorganization system becomes unworkable. Rigidity increases the pressure for change. The best solution then is to scale back the extremes of the present ultra-flexible chapter system, without going so far as to thwart its very utility.

Across the Pond: The Impact of the GDPR on the Resiliency of U.S. Firms’ Board of Directors

One of the prime responsibilities of the board of directors is to understand and oversee its firm’s risk profile. We exploit a recent European Union (EU) regulation, the General Data Protection Regulation (GDPR), as a quasi-exogenous shock to the cyber risk landscape to assess whether boards of US firms changed their focus and governance structures to deal with this new challenge. The GDPR encompasses a sweeping set of regulations aimed at protecting EU citizens from unwanted uses of their personal Internet data. Although an EU regulation, the GDPR applies to all US public firms with at least one EU user. Adopting a difference-in-differences methodology, we use firms that already fell under a US data privacy regulation as a control group, and find that boards of treated US firms, on average, increase their focus on cyber risk, add more directors with cyber/IT expertise, and more frequently assign cyber risk oversight to the board or to a board committee. In cross-sectional tests, we show that these changes are positively associated with a firm’s ex ante cyber risk, but are unrelated to whether a firm had a large EU presence, suggesting a more global reaction to the GDPR. In addition, we examine some of the consequences of these board changes. We find boards that promptly responded by changing their board focus, expertise, and monitoring assignment of cyber risk around the passage of GDPR had fewer future cyberattacks/data breaches and less related media attention. Our findings suggest that, on average, American corporate boards promptly responded to changes in the cyber risk environment in ways that reduced their firms’ overall future cyber risk. Our results have implications for the efficacy and flexibility of US corporate boards to respond to unexpected changes in risk.

Lacking Entrepreneurship and Small Business Thrust in Business Education in Developing Countries: Case of Bangladesh

Purpose: Business Education is everywhere. But is business and management education modeled mostly in the North American model or corporate business model, suited for a developing country like Bangladesh, where most of the businesses are small businesses? Who teaches what to whom for whom, using what resources, and following what approaches? Is the need for entrepreneurial and small firms being fulfilled by current business education and management graduates? If not, what to improve? Where to start? This article explores these issues and draws a concrete scenario of business education in a developing country like Bangladesh. 
 Methods: This is an ethnographic reflection of eighteen years of corporate and academic experience. The author consolidates experiences from 'direct observant participation' including observations coming through continuous interactions with other stakeholders. Thus, the 'going native' syndrome has been minimized through peer validation from both industry and academic professionals. 
 Results: Business education has a gap or mismatch in expectation and orientation. Teachers are recruited fresh out of universities without any exposure to the industry. Research and journal articles by faculties are hardly relevant and read by industry practitioners. Textbooks are foreign, mostly North American, or copycat translations. Graduates are blindly taught theories, and examples of multinationals. Business schools are nurturing this corporate blindness without any homegrown exercise or comprehensive local need analysis. So, industry, particularly, huge and varied SME sectors are not getting 'person-job' fit management graduates with realistic orientation. All know some of it for sure but none knows the entirety. So, the paper also made actionable propositions for all stakeholders - who could do what from their respective positions. 
 Implications: Current situation of business education in a developing country like Bangladesh is analyzed in detail. To initiate improvement in a meaningful way, all should have a starting big picture consolidation or situation analysis, on which a broad consensus can be developed, and synergistic progress can be made. This study consolidates that big picture of business and management education in one place, and it can be used one of those springboards from where stakeholders can take away their imperatives, and also work in collaboration with other actors. 
 Originality: All issues are partly known and discussed partly, in a range of papers, seminars, and dialogues. But consolidation in one place, drawing a summary of all actors and stakeholders, along with the context they operate, is rare. This paper attempts to do that.

Corporate ownership network in the automobile industry: Owners, shareholders and passive investment funds

Who controls the corporate ownership network in the automotive industry: owners, shareholders or financial institutions? Recent studies have suggested that corporate control of automotive firms is increasingly associated with banks, investment funds and other players in the financial system. In particular, investment funds have reinforced significant changes in the ownership structure of the economy in the last few years. These changes imply a significant increase in financialization and the role of financial institutions in the dynamics and behavior of firms. Thus, this paper aims to: 1) analyze the corporate ownership networks of the largest automobiles companies; 2) assess the structure and relations in the corporate ownership network; 3) identify groups in the corporate ownership network; and 4) analyze the extent to which organizations depend on financial institutions. The corporate ownership network includes the 30 largest automakers worldwide connected with the largest holders supported by social network analysis (representing 348 nodes and 654 connections, among companies, banks, investment funds, and state). The findings of this study show how the corporate ownership network in the automotive industry is strongly intermediated by passive investment funds, such as BlackRock, Vanguard Group, Dimensional and State Street, which occupy a prominent structural position. These investment funds exhibit the highest scores of weight centrality, betweenness, and eigencentrality in the network. These funds have a prominent structural position and intermediate shares like blockholders on a different stock exchange. However, we observed a notable difference from Asian companies in American corporations. Asian companies match increases in productive and financial operations, accumulating and originating funds with a lower degree of financial exposure, while American companies exhibit greater dependence on finance activities. Beyond the corporate ownership network, we explore evidence from field theory, resource dependence theory, and the sociology of arbitrage to address the automotive companies' dependence on investment funds.

Toward Fair Gainsharing and a Quality Workplace for Employees: How a Reconceived Compensation Committee Might Help Make Corporations More Responsible Employers and Restore Faith in American Capitalism

In the three decades after World War II, workers and stockholders shared equitably in the nation’s growing wealth. But, during the last several decades, this fair gainsharing has diminished as the power of the stock market, in the form of institutional investors, has grown, and the comparative voice and leverage of workers has declined. As a result of these and other factors, a much greater share of the gains from increased corporate profitability and productivity has gone to stockholders and top management, on the one hand, and much less to employees, on the other. Contributing to this divide has been a push to tie top management pay to total stockholder return and to create incentives for management to deliver returns to stockholders, even if that requires decreasing the share that the workers primarily responsible for corporate success get. The resulting economic insecurity and inequality have caused demands for serious change in corporate governance to give greater weight to the interests of workers. In this Essay, we focus on one practical way to move toward that worthy end: reconceiving the compensation committee. That is, a reconceived compensation committee would focus on the company’s entire workforce, not just senior management, and have the responsibility for overseeing management’s implementation of an effective system to compensate workers fairly, ensuring they receive a fair share when corporate productivity and profitability increases, and analyzing what allocation of compensation within the company’s workforce will provide the most motivation to encourage corporate success. To accomplish this, compensation committees would be expected to understand the nation’s, the industry’s, and the company’s traditional gainsharing practices among workers, stockholders, and top management and develop and implement a corporate strategy to ensure that gainsharing is equitable. By doing so, compensation committees will also be able to more rationally set top executive compensation and establish metrics for top management and key personnel involved in gatekeeping functions that are tied to good EESG practices and not just to stock price. And the reconceived compensation committee should also be the committee charged with compliance and EESG responsibilities in the areas most important to workers, including not just worker pay and benefits, but also safety, racial and gender equality, sexual harassment and inclusion, and training and promotion policies. Not only that, the reconceived compensation committee should monitor company practices in its supply chain to ensure that the company’s adopted policies regarding fair treatment of workers extend to those workers who work for company contractors. By this evolutionary means that builds on the existing American corporate governance system, important strides can be taken toward making our capitalist system work better for the people most critical to its success: workers.

Anglo-American corporation and corporate restructuring in post-apartheid South Africa

ABSTRACT The Anglo American Corporation was the largest, most powerful South African corporation during the Twentieth Century. This article focuses on the offshore listing and restructuring of Anglo in the post-apartheid period. The restructuring and offshore listings of the largest South African corporations were allowed as part of a neoliberal approach to economic policy adopted by the post-apartheid government. The resulting financialisation of the economy and pressure on the restructured and offshore listed corporations to maximise shareholder value combined with neoliberal economic policies further weakened South Africa’s already inadequate industrial structure, caused macroeconomic harm and is associated with poor growth and higher inequality.

The Contribution of American Nurses to the Evolution of the International Council of Nurses

As the nursing profession celebrates the International Year of the Nurse and Midwife, it is time to take stock of the contribution that American nurses and the United States have made to the evolution of the International Council of Nurses (ICN). American nurses were involved even before the conception of the organization and have played a significant role in its leadership and development. Nurses who have been active in the American Nurses Association (ANA) have often been heavily involved in various aspects of ICN governance and evolution. Additionally, several American philanthropic foundations and corporate donors have supported a wide range of ICN activity that has helped advance the nursing profession around the world. As we celebrate Nightingale’s legacy, we should also think about all the nurses who have brought us to this point from the past, and those collaborating today and tomorrow. Examining the contribution of American nursing highlights the fact that this collaborative effort of the world’s nurses is needed if we are to optimize access to services, quality of care and sustainability of the nursing profession.

Bias of American Media Amid the Bipolar Political Circumstances

The author of this Journal article discusses existing political polarization between Republicans and Democrats in the United States and reviews the negative effects of existing political and ideological division on mass media in the country. In the article there is discussed the challenges mainstream American media corporations face today and the author suggests the solution for outstanding problems.Keywords: CNN, Democrats, mainstream media, Media, politics, pro-liberal, pro-Trumpist, Republicans, social media, Trump

Interview with MK Ajay, Executive Vice President of Human Resources, Colgate-Palmolive (India)

Colgate-Palmolive is a well-known American multinational corporation. It is well regarded as a very reputable, ethical, admired and sustainable company that values employee diversity. In this interview with the Head of HR of Colgate India, we can find some unique features in its management team, style and organisational culture. The interview explores the alignment and dynamics between business and HR strategies, long-term sustainable perspective on leadership at all levels, and building harmony in industrial relations.

Editorial

Editorial

Environmental & Social Voting at Index Funds

How should index funds vote? This difficult, fact-dependent question is more important than ever due to index funds’ growing dominance. By voting one-quarter of shares at large public companies, just three index funds increasingly control American corporate governance. Nowhere is this control more acute than in the case of environmental and social (“E&S”) voting. The “Big Three” funds—Vanguard, BlackRock, and State Street—have the power to determine the fate of the bulk of E&S proposals. This Article demonstrates that, despite a considerable marketing focus on their E&S efforts, overall support for E&S proposals is low at the Big Three. In the 2018-2019 proxy season, the Big Three supported between 7.1% and 22.7% of such proposals. Other funds supported E&S proposals at far higher rates (e.g., Deutsche Bank at 77.9%) and far lower rates (e.g., Dimensional at 0%). Given that funds have a fiduciary duty to vote in the “best interests” of their investors, which fund got it right? The surprising answer is that no one knows—not even the funds themselves. Only by blind luck could these funds, which make no serious attempts to discern investors’ preferences, be accurately reflecting investors’ interests with their voting behaviors. Ultimately, this Article concludes that it is a convenient myth that index fund stewardship teams are even marginally constrained by the “best interests” standard when voting on E&S proposals, and likely other proposals as well. The truth is that these index funds, possessing the power to decide the fate of most E&S proposals, can do as they wish with that power. The status quo urgently needs change to ensure that index funds, the new arbiters of global corporate governance, are truly acting in investors’ best interests. This Article proposes that such change should come in the form of greater input from index fund investors.

Нормалізація і розвиток американсько-в’єтнамських відносин у 1990-ті рр.

У статті висвітлено процес нормалізації і розвитку американсько-в’єтнамських відносин за адміністрацій Дж. Г. У. Буша і Б. Клінтона, чинники, які на нього впливали, основні події і сфери двостороннього співробітництва 1995-2000 рр. Показано, що підґрунтя для нормалізації відносин між США і В’єтнамом заклало їхнє співробітництво у справі пошуку військовослужбовців США, які зникли під час В’єтнамської війни. Після встановлення дипломатичних відносин у липні 1995 р. найбільш важливою подією було підписання у липні 2000 р. Двосторонньої торговельної угоди, реалізація якої мала суттєвий вплив на позитивний розвиток двосторонніх відносин у ХХІ ст. Візит президента Б. Клінтона до В’єтнаму в листопаді 2000 р. підвів підсумки цього установчого періоду, основним змістом якого було звільнення політики двох держав від негативного спадку В’єтнамської війни.

The American Advantage in Civil Procedure? An Autopsy of the Deutsche Telekom Litigation

This article examines the influence of civil procedure on the legal framework that supports securities markets in the U.S. and in Germany, two very different legal systems. It does so by way of comparing parallel shareholder actions against Deutsche Telekom for securities disclosure violations arising out of the same facts and allegations – the first set of actions filed in federal district court in Manhattan, the second filed in district court in Frankfurt, Germany.Deutsche Telekom was accused in both actions of misrepresenting the value of its real-estate holdings in its financial disclosures and for failing to disclose negotiations for the acquisition of the U.S. Company VoiceStream in its July 2000 offering prospectus.But the cases proceeded very differently and produced dramatically different outcomes. Within five years, and after full discovery, the U.S. class action plaintiffs negotiated a $120 million settlement with the Deutsche Telekom defendants. Meanwhile, the parallel claims by German shareholders, the first of which were filed in 2001, were ultimately dismissed by the German courts in 2012. Until now the German shareholders have received nothing, even after the German Bundestag had adopted a new and unprecedented aggregate litigation mechanism in late 2004 (dubbed “the Deutsche Telekom law”) to afford thousands of complaining German shareholders a reasonable mechanism for pursuing a just and speedier resolution of their claims against the DT defendants.The article also engages claims about the importance of litigation discovery for corporate and securities laws advanced by Michael Halberstam and Erica Gorga in Litigation Discovery and Corporate Governance: The Missing Story About “The Genius of American Corporate Law” 63 Emory Law Review 1383 (2014).

Global value chains and the “missing exports” of the United States

Many American multinational corporations have turned into factory-less. They outsource the production of their products to foreign companies and derive the largest share of their revenues from intellectual property and services embedded in physical products sold to international consumers. However, conventional trade statistics are compiled based on the value of goods crossing national borders, as declared to customs. The value added associated with intellectual property and services embedded in physical goods is not recorded as an export. Current trade statistics greatly underestimate US exports. In this paper, we use the case of Apple, the largest American consumer products company and a typical factory-less manufacturer, to illustrate the failure of conventional trade statistics to report actual US export capacity in the age of global value chains. According to our analysis of this case, if the value added of Apple intellectual property and services embedded in all Apple products sold to foreign consumers were counted as part of US exports, total US exports in 2015 would increase by 3.4%, and its trade deficit would decrease by 7.0%. In terms of bilateral trade, the value added under examination here would raise the US exports to China and Japan by 16.6% and 8.7% respectively, and lower its trade deficit with the two countries by 5.2% and 7.8% accordingly.

A critical genre analysis of MD&A discourse in corporate annual reports

Based on the texts of ‘Management Discussion and Analysis on Financial Status and Business’ (MD&A) collected from 118 American corporate annual reports, this study investigated how the professional discourse is realized from the dimensions of text, genre, professional practice and professional culture, according to the framework of the Critical Genre Analysis (CGA) theory. It was found that (1) In the text dimension, lexicon features regarding vocabulary volume, vocabulary highlighting, readability and sentiment are unique to MD&As; (2) the genre of MD&As corresponds to a rhetorical structure of 3 moves and 10 steps; (3) the professional practice of MD&As is represented by three types of interdiscursivity, that is, shifting, mixing and embedding; (4) the professional culture of MD&As is embodied through identity enculturation, human-oriented value, cooperation awareness and self-serving manner. The results of this study help to better understand the realization of professional discourse and expand the application of CGA in professional practice. The findings presented herein are expected to enhance interdisciplinary research that relates language with corporate performance.

Fee-Shifting Bylaws. An Empirical Analysis

Shareholder litigation has long played a central but highly controversial role in American corporate governance. In 2014, the Delaware Supreme Court took a step that had the potential to reduce the amount of such litigation dramatically. In its landmark ATP Tour, Inc. v. Deutscher Tennis Bund (“ATP”) decision, the Court embraced the legality of so-called fee-shifting bylaws. Such bylaws typically require plaintiff shareholders to bear a corporation’s litigation expenses if their suit does not succeed on the merits. Only a year later, however, the Delaware legislature overruled ATP by adopting legislation banning fee-shifting provisions. From a policy perspective, the crucial question is whether this prohibition benefits shareholders? Many scholars have weighed in on the policy issue. But, to date, no empirical study has examined the ATP decision’s impact on shareholder wealth. The present article fills this gap. Using a hand-collected data set on fee-shifting provisions, I show that the legalization of fee-shifting bylaws reduced shareholder wealth.

Testing early signs of fraudulent financial reporting – case of WIRECARD

Abstract The experience of fraudulent financial reporting scandals that shocked American corporate history in the early 2000’s marked a turning point in the evolution of the financial auditing profession, out of a desire to restore investors’ confidence in the integrity of listed companies’ financial information. The establishment of a public supervision authority for audit firms (PCAOB), the establishment of an audit committee for listed companies or the obligation to report on the effectiveness of internal control over financial reporting, among with severe financial sanctions for corporate fraud, are the most representative legislative measures imposed in the US by the Sarbanex-Oxley Act (2002) to achieve this goal. To a large extent, these measures have also been adopted in Community law, most likely under the impetus of similar events, such as the Parmalat case (2003). Here that, at a not appreciable time distance, such a sensitive issue of fraudulent reporting returns to the center of investors’ attention through the case of the German electronic payment processor - Wirecard (2020). The article aims to investigate possible early signals that could have indicated risk factors or circumstances that could have favored fraudulent financial reporting in the case of this issuer. In essence, the research methodology is limited to the application of the Beneish model on the annual financial reports from 2016-2018, in order to assess its validation in relation to the values of the score function (M).

Corporate Social Responsibility and Citizenship Behaviour: A Case Study of Dell

The study intends to examine the corporate social responsibility and citizenship behavior in Dell. Dell Computer Corporation was established in 1984 by Michael Dell. Dell is an American multinational corporation that specializes in computer technology. Dell introduces the concepts of selling personal computer systems directly to customers, offers build-to-order computer systems, and provides direct, toll-free technical support and next-day, on-site service. Dell has many headquarters all over the world and one of them is in Malaysia. The paper also discusses how the corporate social responsibility bring an impact to their employees in terms of their citizenship behavior. The paper concludes with some implication and recommendation.

The analysis of COVID-19 impact on the internet and telecommunications service sector through modelling the dependence of shares of Russian companies on the American stock market

Relevance. The coronavirus pandemic has both negative and less obvious positive effects on the world economy. In order to better understand these processes, it is necessary to examine the sectors that have shown growth against the general decline in production. Such sectors include the Internet and telecommunication services. Research objective. The purpose of this study is to model the impact of the pandemic and foreign companies on the value of shares of Russian tech companies. Data and methods. The study involves daily share price data of such American corporations as Google, PayPal, Netflix, Adobe, and the Russian company Yandex. Moreover, we used the dummy variable Covid-19. The econometric analysis was conducted by using vector autoregression (VAR). The direction of cause-and-effect relationships was investigated with the help of the Granger test, and the effect of single shocks, through impulse response functions (IRF). Results. A stable VAR model was built. The IRF graphs were used to describe the impact of the pandemic and the value of US. companies on Russian companies. Conclusions. The study shows that the 2020 pandemic has proven to be a positive shock for companies in the ICT sector, contributing to increased demand for their services and market capitalization. The pandemic has affected both Russian and foreign companies. The study has also found the influence of the American stock market on share prices in Russia. Russian companies reacted to changes in the American stock market with a lag of up to 10 days.