Summary of “Corporate Governance and Ethics: An Aristotelian Perspective” by Alejo G. Sison (2008)

Summary of

Business Law and EthicsCorporate Governance

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I. Introduction

Alejo G. Sison’s “Corporate Governance and Ethics: An Aristotelian Perspective” integrates classical philosophical principles into modern corporate governance. Sison employs Aristotle’s ethical theories to address contemporary issues in corporate practices, advocating that ethical considerations grounded in virtue are essential for sustainable and responsible governance.

II. The Aristotelian Ethical Framework

  1. Virtue Ethics:
  2. Explanation: Aristotle’s virtue ethics focus on character and the virtues that lead to human flourishing (eudaimonia).
  3. Example: A CEO who embodies virtues such as courage, temperance, and wisdom is likely to foster a culture of integrity and responsibility in the organization.
  4. Action: Leaders can conduct self-reflection exercises to identify personal virtues and incorporate virtue ethics training in leadership development programs.

  5. Doctrine of the Mean:

  6. Explanation: Virtue lies between two extremes. For instance, courage is the mean between recklessness and cowardice.
  7. Example: A company making bold investments should avoid reckless overexpansion as well as undue risk aversion.
  8. Action: Establish a balanced decision-making process that weighs both aggressive growth strategies and cautious approaches.

III. Application to Corporate Governance

  1. Leadership and Ethics:
  2. Explanation: Leaders must embody the virtues they wish to see in their organization.
  3. Example: A leader’s integrity can inspire ethical behavior company-wide, just as Aristotle believed a virtuous ruler sets the tone for the polis.
  4. Action: Implement a mentorship program where senior leaders exemplify and teach virtues to up-and-coming executives.

  5. Ethical Corporate Culture:

  6. Explanation: Integrating ethical values into the company’s culture is essential for genuine ethical conduct.
  7. Example: Companies like Johnson & Johnson are cited for maintaining a strong ethical culture through their Credo.
  8. Action: Develop a corporate ethical code that enshrines core values and guide all business practices, and rigorously enforce it.

IV. Governance Structures and Mechanisms

  1. Board Composition and Function:
  2. Explanation: Diverse and virtuous board members are crucial for well-rounded decision-making.
  3. Example: Including members with different backgrounds and expertise ensures a richer deliberation process.
  4. Action: Ensure board diversity through targeted recruitment and include ethicists or individuals known for their moral principles.

  5. Stakeholder Theory:

  6. Explanation: Instead of focusing solely on shareholders, a virtuous company considers the interests of all stakeholders.
  7. Example: Companies like Patagonia involve employees, customers, and the community in decision-making processes.
  8. Action: Regularly conduct stakeholder meetings to gather input on major decisions and incorporate this feedback meaningfully.

V. Resolving Ethical Dilemmas

  1. Practical Wisdom (Phronesis):
  2. Explanation: Practical wisdom is the ability to make the right decisions in complex situations.
  3. Example: A manager faced with choosing between layoffs and other cost-saving measures may use practical wisdom to find the most ethical solution.
  4. Action: Cultivate practical wisdom through scenario-based training and real-life case studies for management.

  5. Reasoned Ethical Decision-Making:

  6. Explanation: Decisions must result from thorough reasoning and moral consideration.
  7. Example: A pharmaceutical company may weigh the ethical implications of drug pricing policies through comprehensive discussions rather than solely focusing on profit.
  8. Action: Implement a decision-making framework that includes ethical checkpoints and requires a rationale for each major decision.

VI. Long-Term vs. Short-Term Focus

  1. Sustainability and Long-Term Planning:
  2. Explanation: Ethical companies prioritize long-term over short-term gains.
  3. Example: Interface, a flooring company, aims for zero environmental impact by 2020, focusing on sustainability.
  4. Action: Develop long-term sustainability goals and integrate them into the strategic planning process, reporting progress annually.

  5. Aligning Incentives:

  6. Explanation: Short-term incentives can undermine ethical behavior; incentives should align with long-term well-being.
  7. Example: Companies offering stock options vest over several years encourage long-term performance.
  8. Action: Redesign compensation packages to include long-term performance metrics and ethical behavior indicators.

VII. Case Studies and Real-World Applications

  1. Enron Scandal:
  2. Explanation: Enron’s fall is attributed to the lack of virtue ethics among its leaders.
  3. Example: The company’s executives prioritized personal gain over ethical considerations, leading to fraudulent practices.
  4. Action: Establish stringent ethical oversight committees and conduct regular audits to ensure adherence to ethical practices.

  5. Tylenol Crisis:

  6. Explanation: Johnson & Johnson’s handling of the Tylenol crisis exemplifies ethical decision-making guided by corporate values.
  7. Example: The company’s decision to recall all products, despite financial loss, reflects a commitment to consumer safety.
  8. Action: Prepare crisis management plans that prioritize ethical responses and communicate transparently with stakeholders during crises.

VIII. Implementing Aristotelian Ethics in Organizations

  1. Training and Education:
  2. Explanation: Ethical behavior should be continuously taught and reinforced.
  3. Example: IBM’s extensive ethics training programs emphasize the importance of ethical behavior in all business dealings.
  4. Action: Develop mandatory ethics training sessions which include discussions on virtue ethics and practical applications.

  5. Continuous Improvement:

  6. Explanation: Ethical governance is an ongoing process requiring continuous evaluation and improvement.
  7. Example: Regular ethical audits help identify areas for improvement.
  8. Action: Establish continuous improvement mechanisms such as ethics audits and review boards focusing on ethical compliance.

IX. Conclusion

Alejo G. Sison’s “Corporate Governance and Ethics: An Aristotelian Perspective” provides a compelling argument for incorporating Aristotelian virtue ethics into corporate governance. By emphasizing virtues, practical wisdom, and holistic stakeholder engagement, organizations can create sustainable and ethical business practices. The book serves as a guide to not just lead ethically sound companies, but also to cultivate a broader culture of integrity and moral excellence in the corporate world. Through concrete actions, such as fostering ethical leadership, aligning incentives with long-term goals, and ensuring a diverse and virtuous board, companies can navigate the complex landscape of modern business with ethical clarity and resilience.

Business Law and EthicsCorporate Governance