The second ethical defense of the classical model appeals to the rights of private owners rather than to the alleged beneficial consequences of markets. On this view, managers have an overriding obligation to maximize profits because that is what their employers, the owners of the corporation, want done with corporate resources. Any alternative constitutes an illegitimate restriction on the property rights of those owners. If a Wal-Mart manager, for example, decided to pay higher health care benefits to employees than was necessary to attract workers in the local labor market, they would be misallocation corporate funds. They would, in effect, be stealing from, the owners of the business
Again, let us return to some themes introduced in chapter 2 where we examined the nature of properly rights within the context of a general examination of ethical theory. We can indicate two significant challenges to this defense of the classical model.
First, we need to recognize that property rights are not absolute. Minimally, one’s right to use property is constrained by the rights of others. I cannot use my gun to shoot you, for an obvious example. Property rights are also restricted in much less dramatic ways. Zoning laws provide examples where property rights are restricted for the common good. In consideration of the interest of my neighbors, I cannot use my home as a business, for example, because the residential zoning in my neighborhood prohibits such commercial uses. I can not rent my home as a residence to more than for junk cars or for other trash. Because of a covenant entered into by the original residents of my neighborhood, I cannot even replace the natural wood siding on my house with vinyl or steel siding. There seems widespread acceptance of such limitations of private property throughout liberal democratic societies.
Of course, defenders of the classical model could acknowledge that such limitations exist, but argue that they are wrong. But, defenders would need to argue that the use of private property in pursuit of profit will always override other competing goods and other rights if they ate to successful defend the principles that business managers ought always pursue profit for stockholders. Again, given the qualifications he mentions, it seems even Milton Friedman does not with to make this extreme claim. Even Friedman restricts property rights when they conflict with the basic rules of society as embodied in “law and ethical custom”
The second challenge questions the understanding of stockholders implied by this defense. We need to recognize that, historically, corporate property rights differ fro, personal property. Stockholders rights and responsibilities were legal creations with particular social goals in mind. Stockholders are granted limited legal liability for the acts of their corporate property. This protects stockholders from losing their personal property in judgments against their corporation. In return for this protection, society gained beneficial economic tools. An efficient means for raising large amounts of capital to finance major economic activities. This suggests that corporate ownership may not include all of the rights and privileges that are include with ownership and control that exist for personal property does not legally exist for corporate property.
This challenge can be understood by distinguishing between owners and investors. In some corporations, a few individuals privately own the stock. Malden Mills, for examples, was owned by Aaron Feuerstein and his family. But stock ownership in publicity traded corporations, such as Enron and Wal-Mart, might be divided among millions of shares of stock. Stockholders in these corporations are better understood as investors rather than owners. Investors buy their stocks, as Friedman suggests, with the hope of maximizing the return on their investment. But from the perspective of management, investors are less owners than they are customers. A corporation needs the capital supplied by investors, just as it needs the labor supplied by employees material provided by suppliers, advice and resource supplied by financial institutions, accountant, and lawyers, and the market supplied by consumers. Market pressures require management to provide a high enough return on investment so that investors will keep their capital in the company ‘s stock. Likewise, market pressure requires management to pay a high enough salary and benefit package to keep qualified employees disagree with managerial decisions, they are free to move their capital elsewhere. If employees disagree with managerial decisions, they also are free to take their labor elsewhere. If enough do either, managers will be directed by market forces to adjust their policies accordingly.
A final theme in Friedman‘s essay that deserves consideration is the suggestion that obeying the law is the only legitimate constraint on the pursuit of profit. This philosophical conclusion is reflected in the practice of many corporation that have established ethics programs and ethics offices. Much good work gets by ethic officers, but it is fair to say that much of their work focuses on issues of legal compliance. That is fair to say that much of corporate ethics is identified with obedience to the law. But, as was described in chapter 1, compliance with the law is not enough to ensure ethical behavior.