Directors' Duties
The starting point for this series is a revisiting of a seminal volume on how to resolve the perennial corporate governance problem of the separation of ownership from control, The Corporation in Modern Society (1960). For Mason (1960, 1), ‘to suggest a drastic change in the scope or character of corporate activity is to suggest a drastic alteration in the structure of society…All of this is to suggest not that the corporation cannot be touched but that to touch the corporation is to touch much else besides.’ The core problems identified pivot on what constitutes the appropriate exercise of corporate power and what responsbility can or should one expect from directors to ensure the long-term interests of the corporation. As Mason (1960, 19) put it ‘the fact seems to be that the rise of the large corporation and attending circumstances have confronted us with a long series of questions concerning rights and duties, privileges and immunities, responsibility and authority, that political and legal philosophy have not yet assimilated.’ The series evaluates the extent to which the Global Financial Crisis has forced a reappraisal of corporate purpose.