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    POWER OF COLLABORATIVE GOVERNANCE


Dr Madhav Mehra
President, World Council For Corporate Governance

The corporations of today are no longer sheer economic entities. These are the engines of economic and social transformation. Kenichi Ohmae argued in The Borderless World: Power and Strategy in the Interlinked Economy that


“A Corporation is a social institution whose responsibilities extend far beyond the wellbeing of its equity owners to giving security and a good life to its employees, dealers, customers, vendors, and subcontractors. Their whole life hinges on the wellbeing of the corporation.”


Corporations are the power houses that generate employment provide education and health care and give sustenance to the society. Good governance needs to ensure that the corporations take in to account the interests of all constituencies in which they operate. A business entreprise’s corporate actions must be compatible with long term societal needs such as the quality of environment and welfare of local community. It has been increasingly demonstrated that the ultimate competitiveness and corporate success is dependent as much on investors, employees, customers, creditors and suppliers as on shareholders.


Business is caught in a struggle between escalating demands for social and environmental responsibility versus urgent needs for profitability to survive a more competitive world. People have little faith in governments’ ability to change things. They acknowledge the corporation as the most powerful social construct of the present era and, most importantly, they are willing to reward corporations who are responsive to their concerns. Market capitalization in 21st century has little to do with profit but much more on how the corporation impacts the people and the planet. In the first 6 months of 2000 biotech companies raised $20 billion on stock market to finance research into genomics with related revenues not expected for many years. Companies were selling equity stakes in good ideas and using the capital to implement the ideas. With the onset of a new economic system based on knowledge rather than capital, the conflict between business, state and stakeholders can be resolved by viewing each of them as partners who create economic and social value through collaborative problem-solving. The mission of business can thereby be redefined to serve capital, society and planet by integrating stakeholders into a more productive whole through the process of collaborative governance.


We are already witnessing a slow but steady shift towards collaboration as the knowledge economy unfolds. Mobil is a classic example of a contemporary global USMNC. It has gone beyond legal obligation and profit seeking goals to champion social responsibility. Corporation of 21st century have to become institutions that are formally designed to serve both capital and society. Shareholders, employees, customers and other stakeholders perform equally essentially functions of the socio-economic system we call a corporation. Yet remedying of society’s ills is too daunting a task to be undertaken by the government or business alone. It was the co- operation between business and state that produced one of Britain’s finest companies East India Company. We need a triple bottom line approach where state, civil society, business works in collaboration to result in economic, social & ecological development.


The collaboration is economically efficient. It has been proven that co-operation between shareholders, state and stakeholders can raise the value of corporation several fold. It can alleviate the problem caused by the lightning pace at which speculative capital flows. The company has a better chance to get “patient” capital. Studies have indicated that the resources contributed by stakeholders are greater than the financial investments of shareholders by roughly a factor of ten. Business does not simply redistribute resources resulting in a zero sum game but is inherently a production institution that creates value for all its constituencies. Stakeholders are the integral part of the extended “corporate community”.


In his celebrated article “The Collaborative Enterprise” (Greenleaf Publishing), William E. Halal, Professor of Management, at George Washington University, USA argues that the well-accepted tenet of involving stakeholders in decision making was abandoned by most American corporations during the 1990s. While the average pay of CEOs rose almost 30% annually to several million dollars per year, employee wage rise stagnated at less than 1%. The same companies often fired tens of thousands of workers, even while their firms were reasonably profitable. Competitive pressures may have justified these actions, but it came as little surprise to see that corporations still favour financial interests rather than the balanced treatment of current stakeholder theory.


This paradigm needs to change with the onset of knowledge economy. The significance of this tectonic shift is that knowledge behaves differently from capital. In Mr Halal’s words capital consists of tangible assets (factories, land, money, etc.) that are limited and can be used for only one purpose. But knowledge is a fluid, intangible asset that can be transferred at little cost and its value increase, when shared. Ray Smith, the CEO of Bell Atlantic, who is often called the ‘Father of the Information Age’, explained: ‘In the Information Age, wealth is a function of information, vision, and properties of the mind. Unlike capital, knowledge can’t be used up. The more of it you dispense, the more you generate’.
This insight explains why collaboration between the corporation and its stakeholders is beneficial. The end result is not one plus one equals two, but much more. The business stakeholders are indeed the civil society, which is becoming more and more vocal. Like all partnerships, stakeholder collaboration is a two-way working relationship that combines the capabilities of partners to create added value for their mutual benefit. The final result of any collaboration is an exchange in which the firm gains economic resources while stakeholders gain various benefits. If this relationship can be attained, stakeholder- interests are served while the firm simultaneously improves its competitive advantage. Similarly collaboration is required between the business and the state. Collaborative problem solving, therefore, offers the key to uniting economic performance and social responsibility.


Mr Halal asserts substantial evidence that collaboration works for all the partners involved. In fact shareholders, management employees and state all are stakeholders of the corporation. Results from a simulation of resource flows among stakeholders and the firm illustrate the instrumental role of collaboration in improving both social and economic performance. Survey data of 540 managers concludes that the majority hold normative views supporting collaborative stakeholder relations.


A wave of business alliances is under way in which technology, market access and other assets are integrated. Why all this sudden co-operation, even among competitors? These assets represent various forms of knowledge, and so they can be combined and shared to create new ventures. The Wintel-consortium, for instance, is a cluster of hundreds of co-operating firms organised around Microsoft’s Windows and Intel ‘s chips. Trends show that similar alliances are forming with employees, customers, suppliers, government and stockholders.


Managers increasingly engage employees in solving business problems because it is estimated that employee knowledge comprises 70% of all corporate assets. In many cases, people are organised into complete self-managed business units, which are held accountable for performance and left free to choose their co-workers, methods, suppliers and other aspects of the work. At Hewlett-Packard, for instance, employees view this practice as ‘running your own business’ with all the benefits that it implies.


Companies are also forging partnerships with customers through ‘relationship marketing’. For instance, Dell Computer ‘s direct sales approach ‘wires ‘ buyers into the firm ‘s operations, taking the client a working partner in creating value. This type of collaboration eliminates salespeople, inventory and retail stores while delivering customised PCs at discount prices.


Companies have learned that collaborative relations with their suppliers can reduce inventories, improve quality, assure timely deliveries, lower costs and develop better product designs. Chrysler and its suppliers, for example, have formed such close working relationships that the company thinks of these partners as an ‘extended enterprise’.


Business -government consortia have rejuvenated American cities and states, such as Indianapolis and Pennsylvania. Italy has become famous for the productive collaboration of networks of small firms guided by local governments. Singapore is a choice business location because its government provides the most sophisticated information infrastructure in the world.


In today’s society successful companies will increasingly be those that recognise that they have responsibilities to a range of stakeholders that go beyond compliance with the law. A number of disparate but interconnected forces such as deregulation and globalisation, rapid advances in communications technology and the rise in the power of the consumer and civil society have now combined to bring corporate responsibility to prominence in many corporate boardrooms. In this information age, the ramifications of not addressing best practices in corporate governance could range from bad press coverage to complete market exclusion. These are perilous times for the social construct of modern capitalism.


If in the past the focus was on enhancing shareholder value, now it is on engaging stakeholders for long-term value creation. This does not mean that shareholders are not important, or that profitability is not vital to business success, but that in order to survive and be profitable a company must engage with a range of stakeholders whose views may vary greatly. If in the past corporate social responsibility was simply seen as profitability plus compliance plus philanthropy, now responsible corporate citizenship means companies being more aware of and understanding the societies in which they operate. This means senior executives and managers being able to deal with a wide range of issues including greater transparency and accountability, human rights abuses, sustainability strategies, corporate governance codes, workplace ethics, stakeholder consultation and management.


Many still argue that corporate citizenship of the social responsibility is not a proper concern of business, following Milton Friedman’s line that the business of business is business and the sole social responsibility of a company is to maximise profits for its shareholders, The most recent exponent of the view is David Henderson formerly the Chief Economist of OECD, getting involved with wider societal issues takes a company’s eye ‘off the ball’ and risks a drop in productivity, companies are ill suited to such work and there is no legal or democratic basis for it. Social investment is a misuse of shareholders’ money, which should instead be returned to them for their use as they see fit. This was all part of the 1980s shareholder value debate, which succeeded in increasing the focus in many companies on their core business activities, including aligning social investment much more closely with business strategy. The idea that business has a broader ‘societal responsibility’ or ‘citizen-ship’ role is strengthening with the development of the global economy. The enhanced legitimacy and liberation of private enterprise in the late 1980s and early 1990s coupled with exponential growth in enabling global networking technology have led to the dominance of what can be called ‘global informational capitalism’.


There is no doubt that one of the most important socially responsible things a business must do is to be profitable. Only being profitable a business can provide sustainable jobs for its employees, good returns for investors and prosperity for the communities in which it operates. A business, which cannot bring profits loses its purpose and, has not right to exist. But unless the zeal for profit is balanced by the need to develop human capital and protect the planet from pollution the net benefit to the society can be negative.


Good corporate governance requires corporations to manage company’s wider influences on society for the benefit of the company and society as a whole. Good corporate governance must result in good corporate citizenship. Good corporate citizenship is closely associated with the idea of ‘sustainability’. It is also synonymous with the concept of ‘corporate societal responsibility’. The new word ‘societal’ is used to avoid the limited interpretation of the term ‘social responsibility’, when translated into Continental European cultures and languages, as applying to social welfare issues only. The term ‘societal responsibility’ covers all dimensions of a company’s impacts on, relationships with and responsibilities to society as a whole.


In the past, nation-states were concerned above all with sovereignty and security. Nowadays, states are expected to fulfill a pre-eminently welfare-based role. Formerly, multinational corporations (MNCs) were concerned almost exclusively with productivity and profits for shareholders. Presently, stakeholders require that MNCs also deliver products and services in an ecologically sustain-able and socially responsible way. Mobil advertorials provide an excellent example of how an MNC lives up to its social responsibility by the standards of the Organisation for Economic Co-operation and Development (OECD). MNC participation in global governance may be legitimated and enhanced not only by its efficient provision of welfare but also by its recognition of stakeholder rights and commitment to stakeholder democracy.


Stakeholders may have differing degrees of influence at differing times, and they may not be receptive to forming partnerships for various reasons. Unions gain strength in tight labour markets, for instance, which makes them less willing to collaborate and more likely to raise demands. While such changes in bargaining power are always occurring, the knowledge economy is moving the firm and its stakeholders toward partnerships because co-operation is now economically efficient, as noted earlier.


The advantages of collaboration run through the above trends. Alliances with other firms are common today because partners find them beneficial. The same is true for other stakeholders, although it may not be as obvious. Employee collaboration can improve financial performance considerably, which -when allows employees to share the gains and satisfy higher-order needs for autonomy, esteem. Bringing clients into operations likewise can help firms deliver greater value at reduced costs, which then improves sales and profit. Business-government partnerships or private public partnership provide firm’s supportive economic conditions while communities benefit from taxes. jobs, etc. and shareholders are usually motivated to assist with corporate strategy because of the benefit of increased profitability.


Mr Halal in the article on The “Collaborative Enterprise” cited above quotes a study conducted in 1995-97 in an attempt to estimate how managers view these issues. The study surveyed 540 mangers along Likert ten-point scales describing the extent to which 14 stakeholder practices are used in the respondent’s company. The survey was conducted by professionally employed to MBA students who circulated the questionnaire to managers they know. Focus groups of three confirm validity by ensuring that questions reflected their intended meaning.


The most intriguing finding is that stakeholder. Collaboration combining social and financial goals is generally accepted. This may startle some, but the data is rather clear on this point, even after making allowances for possible inaccuracies in the results. This conclusion is further supported by the finding that such practices are needed and should soon enter the mainstream.


Other prominent sources confirm this view. For instance, a survey of 200 corporate community relations professionals found that 87% of their companies communities encourage collaboration with local communities. And Fortune magazine ‘s annual rating of America’s Most Admired Companies is weighted by how well managers serve their customers, treat their workers and behave toward their communities, in addition to financial measures. It is also worth noting that management pay is increasingly tied to measures of client and employee satisfaction, as well as to financial targets.


But other data in the study points to conflicting views. Social performance is not often measured, stakeholders are rarely represented on the board of directors, and the needs of some groups are frequently slighted. The problem of poor employee involvement is reflected in the results, as well as many notorious events, such as downsizing.


These two faces of the same data suggest that most managers accept the need for collaboration in general terms, but few actually practise it to a serious extent or have made corresponding changes in corporate governance. Stakeholder collaboration seems to be characterized more by good intentions than actual practice. The study does not offer reasons for this gap, but possible causes include the confusion noted earlier over the compatibility of profit versus social responsibility, the vague sense that stakeholder involvement is doing good rather than a competitive advantage, and the tenacious ideological belief that the true mission of business in a capitalist economy is simply to make money.


A global economy powered by sophisticated information networks has increased the pace of competition and change, making it imperative that business focus even more keenly on its economic performance. Meanwhile, the creative destruction of global capitalism is also causing an unprecedented wave of social disorder, spurring world-wide demands for responsible corporate behaviour that are not likely to be satisfied with mere palliatives. Thus, the central force driving these developments -the Information Revolution. Thus, the central tension between corporate profitability and social responsibility. Unless some form of resolution is achieved, the most likely outcome is a serious backlash against free markets, capitalism and the business corporation, as today ‘s protests demonstrate.


Fortunately, the very cause of this crisis also offers the possibility of its resolution. As the various forms of evidence in this study illustrate, the Information Revolution now presents the advantages of collaboration to resolve the profitability -responsibility dilemma. If corporations could develop some democratic form of governance able to unify stakeholders’ interests into a productive whole, it may then be possible to transform business into an institution that is formally designed to serve both capital and society. Managers would continue to strive for productivity, innovation, profitability and other competitive goals -but they would do so more effectively by harnessing the knowledge of their stakeholders. Conversely, stakeholders would continue to strive for social benefits -but they would achieve more by forming pragmatic working relationships with management.


The diverse functions served by various stakeholders appear to be as essential to the health of corporations as diverse organs are to the health of the human body. It makes little sense to claim that the heart, the brain or the lungs are more or less important because they are all essential components of a biological system. Similarly, it seems clear that shareholders, employees, customers and other stakeholders perform equally essentially functions of the socioeconomic system we call a corporation.


Business has a franchise from the society that requires it not only to create wealth for the good of the company but to apply the power of its combined resources to help remedy society’s ills and provide value to all stakeholders. Governance structures must recognize this fundamental purpose of the business. Our success would lie in the ability of the business to synergies with the state and stakeholders to address the challenges of economic competitiveness and human development through sustainable solutions.


Recent debate on corporate governance has focused more on regulatory and constitutional issues, competitive issues being all but ignored. It is important, therefore, to restate the primary role of the directors. Their job is to maximise value for all stakeholders.


While there are definite advantages in establishing corporate governance codes in developing economies such as India, there is little evidence that the discipline provided by Cadbury’s Code and Hampel report has minimized the number of scams. Indeed Australia, which was rated as having one of the best practices in corporate governance has had maximum high profile corporate failures. Code enables companies to rely on minimum standards enough to do the box ticking. Also once the compliance reaches 100% level there is no scope for improvement. ‘In the rapidly changing and fiercely competitive world of today company’s eyeballs need to be fixed only on 3 words: innovation, innovation and innovation. A culture of compliance is anathema to the spirit of enterprise and entrepreneurship. We need governance that puts a premium on innovation, risk taking and entrepreneurial skills. Boards, therefore, have a challenging role to ensure that the corporation complies with the law without losing its focus on performance. Corporate governance is way beyond disclosure and compliance. The ultimate wealth creation will come only from performance. Our competitive position in the world will be determined by the effectiveness with which we govern the corporation to create value for itself, its people and the planet.