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Stanley Deetz (Stan)
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Research Contributions

Development as a Critical Theorist

Publications:
Recent Publications
Books

Projects:
Native Theory Project

Books in Progress:
Communication Theory
Coporate Governance

Lectures:
Brazil Abracorp Conference 2008
Gonzaga Interview

Nebraska Lecture 2006

Sam Becker Lecture 2003
Corporate Governance Keynote 2003

Student Projects:
Doctoral Student Projects

2003 Becker Lecture

University of Iowa
October 13, 2003

Getting Social Values into Corporate Decisions: New Models of Governance and Communication

Stanley Deetz
University of Colorado


I want to start with a couple of stories, for stories often offer intuitive insight into complex core processes.  The first is a true story, the second fun but none-the-less instructive.  I spent several years of my life living in a glass house in New Jersey.  Living in a glass house (even in Jersey) is great because you can never tell whether you are inside or outside, it provides a fantastic connection with nature.  But it creates certain problems with birds.  They tend to believe that they can fly through the house.  Normally one accepts this because it's only a random, periodic activity.  While the inevitable collisions are jarring, most birds are more shocked than seriously hurt.   But, for one period of time the problem was more sever.

For a period of years a cardinal lived outside my bedroom window. And every morning when the sun came up this cardinal would fly to a branch in front of the window and fly head long into the window [Bang!!!] and fall to the ground.  It would brush itself off, go back up to the branch, and one more time fly head long into the window and fall to the ground. This isn't a real cool thing to happen at that hour of the morning. I used to sit there and swear at it. I'd throw pillows at it. I did find that playing Led Zeppelin early in the morning would in fact deter the activity, but I also decided that it wasn't worth it.

This is small but personally interesting problem, and I had a tremendous amount of time to lie there and think about it.  Of course, the early thoughts were all about how stupid this bird was; how superior I was to this bird.  It took a while, but it gradually dawned on me that I really conceived the problem in the wrong way. Anybody who knows much about birds knows that what the cardinal was doing is what cardinals do.  And, in fact, one of the reasons cardinals still exist on the face of the earth is because they protect their territory.  What was occurring from the cardinal's standpoint was very different from what I saw.  From the cardinal's standpoint, every morning that it got up there was another bird in its territory.  And, unfortunately, the only way to deal with this other bird was, of course, to attack the bird.  And, from the cardinal's standpoint, the cardinal was remarkably successful at this behavior because every time it hit this other bird, it went away.  From the cardinal's standpoint, as it lay there on the ground and shook itself off, the real problem of the situation was not its behavior but the tenacity of the other bird.

So the cardinal perceived itself as engaging in a difficult situation caused by a problematic other with a repetitive but successful, instinctual activity.  The lesson in this story is directly applicable to organizations and a number of social phenomena.  The major problem in most situations is not that we're doing something stupid, but that we're doing something that is very smart. And, within the situation as we perceive it, what we're doing is at least somewhat successful.  When the difficulty persists, we only fault ourselves for not being tenacious enough to carry through to success.  We need only to do the same with more will—the same faster and harder.  Its like when we are speaking to someone who doesn't speak our language, we sometimes just believe that if we say it louder life will be better.  Many of our common problems today follow this model.  What we have is a perfectly fine solution to another time and place's problem.  What I wish to address tonight is our difficulty in trying to invent an appropriate way of responding to the social difficulties of this time and this place, focusing on our difficulty of getting social values into important contemporary social decisions.

The second story is fable about a company formed by very short people.  Since they were all short and they wanted to be highly efficient and cut costs, they chose to build their ceiling short and the doorways shorter so that they could have more work space in the same building.  And, they were in fact very successful.  As they became more and more successful, however, it became necessary for them to start hiring taller people. And, as they hired more and more tall people, they came to realize that tall people were at a disadvantage at this company because they had to walk around stooped over.  They had to duck to go through the doorways and so forth.  Of course, they hired organizational consultants to help them with the problem.       

Initially they had time-and-motion experts come in. These experts taught teams of people how to walk carefully.  Tall members learned to duck in stride so that going through the short doors was minimally inconvenient. And they became more efficient by learning how to walk more properly for their environment. Later, because this wasn't working so well, they hired psychological consultants.  These experts taught greater sensitivity to the difficulties of tall members of the organization.   Long-term short members learned tolerance knowing that the tall people would come later to meetings, would be somewhat less able to perform their work well.  They provided for tall people networks for support.  Of course, those of us in communication would immediately have see and said something different.

Two lessons in these stories:  first, when we have a problem we frequently blame the people when the problem is the structure, and second, we have lots of popular perfectly good solutions to problems of another time and another place.  If you think about problems today in organizations in this light—problems such as of social responsibility and responding to social values—what we have is basically a set of 19th century solutions to 21st century problems. This happens both at the level of understanding corporate governance and at the level of understanding communication.  In both cases, the 19th century view of how the governance should operate, and how communication should operate, hampers our ability to think clearly about our problems and makes it difficult to generate more appropriate responses.  Even in the case of socially damaging choices and bad business decisions, corporate leaders are not so much evil or stupid (though some probably are) as our structures of governance and processes of communication don't match our contemporary needs. 

The problems today talked about in the media—the problems of corporate irresponsibility, of Enrons, WorldComs, mutual funds and virtually everyone working in the investment process—are outcomes of far most basic and invisible problems. They really just the tip of the iceberg. Many of us wish that the press would have paid as much attention during the expensive merger-mania and when companies were laying off workers across the country as they have when investor started losing money in the stock market. Many of the most important issues have simply not been made press worthy because they were not problems for the right people. 

And when there has been press attention they have generally identified individual deficiencies as the problem, rather than governance and processes of decision making. The problem identified in most discussions is inadequate or evil people, people who lack moral standards.  Hence, discussions of solutions focus on regulating individual behavior because the problem is seen to exist at the individual level.  People are fired, we change people in the seats, but the "short doors" are overlooked. The problem and solutions reside in the realm or communication and decision making rather than individual psychologies and moral standards. When our solutions stay at this level we are operating like the cardinal.

Corruption and narrowly self-interested decision-making, however important, are merely the visible tip of the responsibility iceberg.  They are encouraged/allowed by the structures that underlie them. Focusing our attention there is misleading.  The real issues of responsibility reach far deeper into issues of the environment, distribution of income, effects on the political process, economic stability, health and safety, quality of goods and services, and development of the workforce. These broader concerns draw our attention less to reactive issues of law and ethics and more to proactive issues of morality and social good. The problem is not so much what corporate officers do to manipulate the quarterly report, but the conditions giving rise to the importance of the quarterly report, short-term thinking and assessments, and the numerous consequences flowing from that.  Failure to address the larger issues leaves us with a form of "window bashing" reminiscent of my poor but proud cardinal.

Part of the difficulty in conceptualizing our problems and solutions in new ways arises  from a contrived contrast, a kind of almost instinctual way of thinking in the cardinal sense, a flawed common sense in ours.  Popular discussions assume that we cannot simultaneously have profitability and representation of social values, as if to get one we have to sacrifice the other. It is easy to show the many places and ways in which this is not true, but the problem is not just the media repetition of assumed polarities or corporate managers' believe in it.  The central problem is the lack of communication processes and governance systems that optimize the opportunity for either let alone both to be accomplished. To me, this is not a philosophical debate over the grounds for ethical behavior nor a regulation issue, but a question of corporate governance—who and what shall be involved in making decisions. To the extent that it is a governance issue, it is a communication issue—by what set of interaction processes can we incorporate values into decisions. But, neither the press nor communication scholars have done much to address the issues as a governance or a communication concern.

Let me talk about the governance problem first. Corporate governance is of course a large complex issue.  While some scholars have talked about it much, generally it remains invisible as an already answered question and not open to discussion.  The simply, common way of conception sees governance as linked to ownership rights represented most often by Boards of Directors and transferred to managers in the form of a managerial prerogative.  Hence, in theory, governance functions to fulfil the interests of owners/stockholders who have taken risks through investment.  (Though we have known for some time that the set up most often first and foremost advances the interests of managers.)

The pressure to rethink corporate governance today comes from two directions.  First, from the business side, the wider set of shareholders are questioning whether the Board of Director/managerial prerogative model represents their interests well.  And, second, from the social political, questions are being raised as to whether "short terms profitability" should be the only measure of corporate successes and how non-fiscal rights should be considered.  Both are complex issues.  In both cases I'm not going to spend a long time developing these issues tonight, but I want to summarize enough of this so that our alternatives can be clearer.

First, from the business side of this, the current set up does not allow much transparency.  Most of what happens in business remains invisible to the owners and the wider society.  This enables a lot of corruption and skewed and/or self-interested decision making.  The system is largely based upon good will and most of the special arrangements that advance the interests of an "insider class" (like "timed trading" of mutual funds or managerial salaries and bonuses) remain out of the view of the average owner.  Only periodically do these activities become visible and by then the practices are so common that one cannot opt out of the system. With a case like that of a Martha Stewart you suddenly see insider trading, but the ways in which it happens in most cases is far more subtle and far more clever.  Even with greater degrees of transparency, if you could imagine the books were suddenly be open to us, hide, in most cases, the ways in which corrupt practices occur. It is impossible to know enough, impossible to monitor enough, and impossible for the public to see enough, for the development of any clear way to engage with these things.

But again, this is just the tip of the iceberg.  Organizations as we operate them today are not highly inefficient from simply an economic standpoint.  Why?  Given the dominant economic motive even if nothing else were true, this ought to be.  But business decisions always need to be made in situations of fairly high degrees of uncertainty and limited rationality.  Routine decisional practices and values fill in the gap between what can be known and the need to make a decision.  Enter cardinal-like thinking.  Routine decisional practices reflect what was good for another time and place. The faster things change the quicker they lose their functionality.  Like the cardinal, more of the same, faster and harder becomes the rule whenever a risk adverse management confronts uncertainty.  Short-term processes of financial manipulation and cost containment over company development provide common example of this.

Beyond simple routines, values and interests enter in to fill the gap between what can be knows and the need to decide.  Within uncertain situations, it is of little surprise that managerial interests and worldviews become more central than economic calculations for making choices. Faster decisional contexts and interdependence further reduce the ability to predict outcomes.  Value-laden "industrial recipes," "conventional wisdom," or effective stories fill in the knowledge gaps.  Decisional premises based on shared values by leading corporate officers always fill the gap between what is known and the need for a decision.  As expected in increasingly fast moving situations not only does the amount of uncertainty increase but more and more often the decisional premises err on the side of maintaining managers' over other stakeholders' interests. Research suggests that managerial beliefs that everyone operates out of self-interest and that strategic control is central to success are core parts of the choice making process.  And, following that research, these are more a result of business school education than an essential part of human nature.  Do you hear a structural configuration that has little space for tall people? 

Let's consider the control issue a bit to make this point more concrete and understand its subtleties.  Managers as a rule prefer worker control and centralized decision making over workplace participation in decisions. The presumption that somehow high degrees of control will lead to efficiency, has led high degrees of control to lead, in most cases, to high degrees of control.  Most control practices only appear to be justified by increased coordination, increased productivity or anything else. They actually arise from a managerial model or concept of how things should work.  A model, which in most cases, has not been shown to be terribly good business. It creates problems in creativity, employee commitment and satisfaction, and positive relation to customers and the wider society.

Let me turn to a brief example.  I have students come into my office a lot and ask for organizational advice.  One of my more interesting cases was a Korean student that I had whose father owned a convenient store in a neighborhood of mixed ethnicity.  This was a difficult kind of store to manage. We saw in the L.A. riots and other places some of the tensions that exist in such circumstances. The father was having a tremendous amount of trouble with two things in the store—a high turnover of personnel and a lot of theft. And he decided that his solution to this had to be a better control system, and so his son came to me and asked me how I would establish a better control system.

I went out talked to the father. He described the problems of turnover and theft, but the greatest frustration was that his employees couldn't even make change.  He blamed this on the inadequacies of the American educational system and so on and so forth.  He has an economic problem for sure, but he also had a clear concept of himself and others and a powerful worldview of how things worked, etc.   I also talked to some of the people that worked there.  When I went back to him I provide what he must have seen as a strange approach.  As I said:  "One thing I know is that you know how to make change very well. So why don't you run the cash register. And, then let your employees decide how to rearrange the store, let them talk about how you might structure the time of working, where you place products and so forth."  To his credit, he did this and the employees really got into it. They found this to be a fun thing to do, to go around and actually change where things were on the shelves, move things around and so on and so forth.  And guess what? While he knew a lot about making change, they knew a lot about theft.  And, they also knew a lot about turnover.  They provided interesting and creative ways of reorganizing the store so that the most likely places of theft couldn't occur anymore.  They moved the products around to actually match the local clientele much better because they understood what people bought. They understood why people came into the store. And after doing this for a while, they went back to the cash register and he went back to his job, and guess what? They made change very well. Obviously the American educational system had improved.

Managerial control has always been a questionable strategy. It's been built around a kind of assumption about how one should operate and who should know, not around how things really work. When you look at work places, the people on the shop floor often know best how to make products. When you look at the ways in which we sell things to people, consumers are often the best marketers.  We all have knowledge that could contributed in organizations that gets lost in control systems.  Controlling approaches has cost America competitiveness.  If you look at the places of greatest control, in terms of manufacturing and so forth, we've lost most of those jobs overseas. We survived in precisely those places where we didn't control very well. Those places where we needed high degrees of creativity, those places where we needed highly customized products, those situations in which we needed a more highly committed work force. The uncontrolled parts of the economy have succeeded.  It's in the uncontrolled parts of workplaces that creativity occurs.  Even in manufacturing, some of the most creative things that have been done have happened at those places where control was given up for greater degrees of employee involvement in decision making.  Managerial control is good for managers but not the economy

In short, the current governance model does not provide adaptive responses to change, creativity in product development and manufacturing, worker commitment or the most effective economic relations. Short term measures as a structural feature accentuates the weaknesses of the governance model.  Fortunately, we have positive examples of companies that have worked in a different fashion.  And, some of these come from manufacturing where managerial control has been most problematic.

The early years of the Saturn Corporation provide several interesting cases.  In the 80s when Saturn was invented as a company most did not think that Americans could successfully start a new car company competing head on with the Japanese and German imports. But by the early 90s when the first cars appeared Saturn's primary problem was that they couldn't keep up with demand. People ask how this occurred. A core reason was a structure that forced widespread participation over traditional decision routines and managerial control.  Saturn was structurally based on a governance model that from a traditional business standpoint seemed absolutely idiotic. It had what we called co-management. For every position in the organization there had to be a representative from GM and a representative from the UAW.  In order for them to make a decision, they had to agree.  The typical logic in companies says that you always need an odd number of members involved to make decisions.  1 is best but then 3 that way if they can't agree, two can vote one out.  (That of course overlooks that one of the most enduring, stable, successful relationships in Western culture is composed of 2. If you could imagine marriages with three, maybe they would be less conflictual, I don't know.)  It was feared that the Saturn model could lead to decisional impasse.  Not agreeing, however, led to some of the most creative things that Saturn did.

A couple of them.   For example, one of Saturn's first conflicts concerned where to buy parts for the building of their cars.  This was difficult and contentious decision because Saturn like most other American manufacturers found they could not achieve parts of a sufficient quality and a right price in America. The long term managerial routine in the industry lead to simply buying parts overseas.  At Saturn the management representative accepted this as a normal routine.  Not unexpectedly the UAW representative insisted that the parts be made in the US.  This might have been a stoppage but what actually occurred was that the impasse, but still the need for a decision, lead to creativity. Saturn went out and taught part manufacturers in America, how to make parts the Saturn way, new processes that led to both lower cost and higher quality than they could buy from overseas. Therefore, impasse, rather than being a problem, becomes the moment of creativity to the benefit of all parties.

Another problem was high demand that exceeded manufacturing processes. Management has a routine solution to this, when you can't keep up with the demand, you speed up the process and reduce quality.  Again the UAW representative objected by arguing that management had it wrong.  The Japanese competitive advantage accrued from greater quality rather than lower price as management had believed.  The outcome is that they went back and reengineered the car; the car could be built faster and a higher quality yet.  In other words, creativity comes from difference. Creativity does not come from control.

In today's world unless you have exceptionally low labor costs, competitive advantage comes from high creativity, highly committed employees and the ability to customize products.  All require a highly involved, participating workforce.  Creativity requires letting differences make a difference.  Most high-end companies are more dependent on the social and intellectual capital possessed by employees than financial investment.  Without a committed workforce these assets go out the door at night. Customization requires front-line people having communication with customers and the ability to rapidly change organizations to respond.  From simply a business standpoint, quite apart from the issues of responsibility, the need for a high participation governance model is great.

But while we don't talk about much in this society, I think a different model of governance is probably more critical from a sociopolitical standpoint. In today's context corporate governance is not just about the business enterprise, its governance for all of our lives.  The workplace is the place that social values will get represented if they get represented at all.   I have written about many of the reasons for that.  I won't belabor most of these.  First, business enterprises are critical social institution as much as they are simply profit making private businesses.  They are central social institutions that make most of the proactive decisions for our society.  State governments don't spend much time thinking about what products we should have, nor do they have much capacity to effect them; State governments don't spend much time thinking about how we should distribute our income nor do they have much capacity to effect it; State governments don't spend much time thinking about how we rear our children nor do they have much capacity to effect it. Workplaces do. Most of the decisions about how are natural resources will be used, what products we'll have, how they will work in relationship to each other are made outside of the public political space. And so, what happens in a democracy when the core democratic decisions that need to be made are not made in the institutions that have democratic processes?  Democracy means little if democracy does not occur where decisions are made.

In our society, often democracy has been reduced to some 40% of the people spending less than two minutes, once every four years, exercising their democracy.  The reality of democratic decision making is that the decisions that affect our lives are made endlessly, routinely across the country in one workplace after another.  In what ways do significant social values get represented in any of these decisions?  Where do we get to talk about these choices?  We used to talk about the market place as a public space. American democracy is linked to speaking at the market place. Have you ever tried to do it in a shopping mall? You didn't see the little sign at the door that says, "You must check your first amendment rights as you enter." In other words, the critical places in which we engage with each other, in which we make decisions, are not particularly democratic. That is a major problem and contradiction for a democratic society. The elections get a lot of attention, but the most critical decisions are made outside of those spaces.

Even within the state system, most of the decisions that have significant consequences, happen in regulatory boards that you don't know, that you never selected. The reason why we don't change much as we change from right to left in our political spectrum is what stays the same are endless regulatory boards and routine practices.  Specific businesses, unlike most of us, are intimately familiar with everyone and everything that affects them, they provide trade relevant information to these boards, and they pressures them constantly.  And therefore such boards continue to make decisions that often don't represent us and rarely fulfill the ideas that we might have as citizens.   If social values are not represented in business decision, they are not likely to receive much representation at all.

The principle block to the representation of social values in organizations, however, is the centrality of ownership rights to governance.  At the most simple, intuitive level ownership is granted a right of control based on the presumption of risk.  After all if you as an owner took a financial risk, why shouldn't you make the choices?   I want to suggest two problems with this model:  first, the contemporary way that ownership relates to the company and risk, and, second the treatment of financial risk as the only or most important risk to be considered in determining the right of control. 

When the 19th century governance model that continues today was developed, the relation among financial investment, risk and control in small shops and emerging factories was relatively clear.  De-industrialization, widespread diverse stock ownership, and the gradual shifting of forms of capital as manufacturing became less central changes these relations.  What was a perfectly fine model at one time in our history is not as useful anymore. At one time strong ownership rights over the family firm made sense.  Risk and protection were balanced, and traditional social concepts of property ownership were extended.  But in today's situation of fluid, diffused ownership, capital investment relates to the firm more like a cost or liability than traditional ownership.  Frequently the employee has made a more serious and long-term investment in the firm, thus needing more rightful protection, than the stockholder.  Laws regarding corporations and ownership lag greatly behind our contemporary situation.  For example, what kind of risk does the modern owner take and how does that appropriately connect to control?  Many modern "owners" often own the stock for less than a fraction of a second. Or in mutual funds and institutional investing the "owner" is diversified to reduce risk and has virtually no knowledge of nor connection to the companies "owned."  In other words, the ownership leading to control rights is relatively strange kind of thing in our contemporary context.

Our forebears, as they wrote the constitution, never, considered corporations the way we consider them today.  They did not have in mind the types of structures or rights that have developed. Clearly they tried to restrict governmental intrusion as they were in many ways fearful of big government. But it wasn't big government alone they feared; they also feared big corporations. They worried about the global corporations of their day and they feared that every government would simply fall in line with dominant corporate interests.  Recall that the Boston tea party was about a tariff imposed to aid the East Indian Tea Company.   It wasn't King George and taxes as much as the cozy relationship of distant governments and centralized global commerce. 

Today, even capitalism as an economic system gets rhetorically used to support a corporate governance system that is often in opposition to it.  Adam Smith used the word "corporation" twice in The Wealth of Nations.  Both times negatively. Adam Smith clearly believed that corporations would always be engaged in the process of control, limitation and distortion of markets. They would work in opposition to the development of national competitive advantage since their interests would not be in free and open markets. Their interest would be in control of markets. Chandler showed in his history of the rise of the corporation that the principal interest of organizations in every move they make, has been to dominant and control markets not to support free and open markets. In other words, it is ideology rather than reason that supports the present governance model.

The second issue is the way the governance models holds financial investment and risks as superior to other forms of investment and risks.  In many industries financial capital is not that central anymore. This can be shown in looking at major institutions today and asking the questions:  "What is the major form of capital that makes this thing work?" "Who took the risk?" In many major industries in America today, with the exception of some of the manufacturing, the primary forms of capital are intellectual and social capital.  It's what employees know and whom they know that makes these companies work, rather than who built the building. In fact, the financial capitalization of many "knowledge intensive" enterprises is very, very small. Enterprises of this type provide about 25% of all jobs today.  Because their "wealth" resides not in its buildings, it can go down the elevator and out the door and every night. You just hope it comes back the next day. Even in other service and manufacturing business, capitalization has become much more complex and multiple.  In our contemporary situation, control justified by the building of buildings, the buying of machines, or the setting up of the plant, doesn't account for the many forms of contemporary investment.  Financial capital is one part of investment, but major forms of capital resides somewhere else. So does the risk.

When I moved to University of Colorado, I took with me my contacts and my intellectual wealth from Rutgers University. They kept the buildings, but I took something important with me. But I also incurred incredible risks. When I moved across the country to take a new job, relocate a family and so forth, I took risks.  Every employee takes risks and these risks are often greater than an investor takes in the buying and selling of a stock.  Following the implicit governance logic, control should follow risks. Those taking greater risks ought to have a right to greater control of our organizations. The right of governance, as conceptualized in our society as an extension of ownership, shifts if we think what we own and what is invested is different.

And this impacts on the measurement of organizational success.  Only when financial ownership becomes the sole form of ownership does profit become the only motive for organizations.  Profit, which is an important by-product of the successful providing of goods and services, becomes the only real product if organizations are seen as having only one type of investor.   When we consider multiple form of investment and risk, profit becomes to the organization what oxygen is to the body.  It's absolutely essential for survive but it's hardly its primarily reason for existence. Profit is one way to measure organizational functioning but profit has problems as a measurement of organizational success. For example, if growth in the number of employees, number of new products, improvements in work processes, quality of jobs, or average pay of workers were considered as seriously as short-term profitability, we would think differently about the economic quality of particular decisions within companies.  Expanded economic indicators and the use of non-economic indicators are both important.

Let me talk just for a second about those problems.  Recall from earlier, all organizational decisions are value-laden. The belief that decision are economically rational is neither supported by the facts nor by any concept that I know. Think about your own lives. How many of you have ever made a serious or important decision? Do you feel that you had enough information to really make that decision? How many of you feel as if you actually made the decision and then went out and got the information? How many of you buy cars like I do, you go buy one then you shop to see how good of a deal you got? How many of you do personal relationships like that? When you think about our lives, you and I live in all sorts of degrees of uncertainty, without enough information to make a decision. We make a decision based upon our values, antidotal evidence and our guesses. Do you think GM is in any great way different? What information would you have to have to make core decisions as to how you should build a product, how you should run a company? We all exist in high degrees of uncertainty and our values fill in the difference.

Corporate decisions are only partly economically rational. An interesting example of that was during the 80s early 90s, companies spent incredible large amounts of dollars on the implementation of information technologies. The available evidence for a clear connection between those investments and increased productivity was very weak.  Only later technologies made clear differences. On the other hand, there was consistent and compelling evidence that workplace participation paid off, and yet most did little of that. Why? The value system, right?   Values and interests greatly impact decisions as they get made in these kinds of contexts. Therefore, if business decision are in fact, value-laden (and I will argue that evidence supports the idea that almost all business decisions are heavily value-laden), the governance questions then becomes "Whose values should count? How much do they count?" "In what ways do they count?" Values are not new to the equation, but whose values becomes a question.  Both managerial decisions and the market economy are heavily value-laden and rarely simply economic.  Decisions are made in conditions of considerable uncertainty and most often follow value-laden decision routines. The question is not whether values, but whose and what values get represented. Top executives do not lack values nor do they hesitate using them implicitly in decision making. Competing values, however, do not have an opportunity to enter into the decision process.

The issue of reformation of corporate governance so that social values have representation there is more important today than before. Ownership and public interests were once better aligned with shared risks and benefits. Further, part of the reason property rights have relatively rarely been challenged is that property owners have shared basic values with their neighbors.  Rights are easy to give and uphold when a person does with them what the public would have wished anyway.  Local owners have consistently been more supportive of local communities than distant and diffused owners.  Instead of being members of communities, modern upper managers have used their resources to shield themselves and their family from the social effects of their corporate decisions.  They have moved to protected suburbs, sent their children to well-financed private and public schools, avoid public transportation, and rarely meet or talk to the unemployed.  They have developed remarkable "golden parachutes" if they themselves should ever happen to be the "victims." They have used a concept of property rights to see and live in a different world.  Business leaders today have used their advantages to increase their access to communication media and government and to successfully advocate that the rights given to the family farmer and shopkeeper should natural extend to the corporations of today.

And, further we once thought that state governance processes could balance the equation and assure some representation of social values through regulation.  Certainly there are important ways in which this has happened, but it has not happened in significant arenas and is not likely to increase. The state system (even if the desire to regulate were present) lacks the power and resources to meaningfully accomplish it in a situation of global commerce.  And, regulation where it has occurred has been costly and rarely generated creative responses.  Most often the outcome has been a costly double bureaucracy, a federal bureaucracy that tries to regulate; a legal bureaucracy internal to the company to try and avoid regulation. Trying to accomplish social value representation from the outside has not worked very well.

Further many hold out the hope of the representation of social values through market pressure.  A version of dollar voting.  If stakeholders are not happy with managerial decisions, they will eventually vote with their feet or dollars.  If a dollar equals a vote and everything is either a cost or a resource expressed in monetary terms, as long as corporations wish to be competitive, and managers employed, they will be responsive to public desires. If the public does not respond, then it gets the management it deserves.  If this could work, we would not need to debate values or regulate choices and the work process would not have to be actively participatory.  The public would get what it is willing to pay for. 

In the redefinitions implicit in this solution, social and political relations are reduced to economic relations, democracy is reduced to capitalism, citizens to consumers, and discussion to buying and selling.  Each of these transformation entail a constraining of people's capacity to make decisions together and reduce potential human choices to choices already available in the system as controlled by others. The marketplace does not work as a way of representing social values.  As many have shown, free-market capitalism was never intended to represent the public well; it was intended to describe how to make a return on financial investment.  A few basic problems of using the market to represent stakeholder interests are readily apparent.

First, since money is not equally distributed, "dollar voting" is a highly skewed representation process.  Do we want a democracy with some people having many more votes than others?  Second, not all things translate equally well into monetary terms, therefore they are not well represented.  The more humanistic qualities of service and the jobs of many women are good examples.  Third, hidden costs and longer-term benefits get no expression.  For example, long-term damage to the environment or people's skills are often not represented, the costs are absorbed by the community or person, and no one may provide things that are only beneficial in the long run. The under-pricing of all natural resources until they are nearly depleted is a serious invisible social cost as are long-term negative effects on communities.

Finally, the market is a weak and biased system of representation for a number of reasons.  Market-pricing and standard accounting practices are often carefully controlled by groups in power. Managers often choose personal gains over economically rational choices for the company.  Mass advertising and information control inevitably distort "dollar voting" (e.g., vendor driven sales dominate many industries, and who can equally advocate non-pharmaceutical health care?).  In addition, choice in markets is directed only toward existing products with no assurance that the public can influence what is available in the future (e.g., who assures the development of desired but probably unprofitable drugs?).  The problem with the economic vote is that all the costs are not charged to the one who makes the money and alternative choices are not available for the community to buy.  Certain values thus are never expressed, they might be expressed politically in a democracy but not economically in the system. 

I believe that social value representation must occur from the inside.  Governance systems must be changed to get social value into the decisional stream. Greater public involvement in corporate decision making appears warranted by both political and economic conditions.    Politically, if an increasing number of the decisions made in corporations affect our personal, social, and national well-being, the public has a right to be represented in them.  And as governments move away from successful involvement in commercial choices, we must seek new ways of public involvement. Corporate actions and decisions are value-laden, reflecting a particular kind of culture and way of life and they entail large social (though often uncharged) costs.  On this basis alone, even if greater public representation was economically less efficient, it might still be important.  But it is also an economic necessity today.  Managerial control and the focus on short-term profitability create dislocations and costly inefficiencies.  New systems of decision making can increase the effectiveness of existing companies and improve long-term economic health.

So, here's the bottom line:  From an economic standpoint, we cannot be successful in the business enterprise without changing the way we make decisions to a more participatory system. From a sociopolitical standpoint, we cannot represent the values of a society (when those values have no other place of representation) unless we bring that representation inside the business context itself.  For both social and economic reasons we need high involvement in our workplaces. Workplaces could be positive social institutions providing a forum for the articulation and resolution of important social conflicts regarding the use of natural resources, the production of desirable goods and services, the development of personal qualities, distribution of income and the future direction of society. By focusing primarily on measuring narrow contrived economic outcomes (often called profitability), the broader social and economic effects of business decisions have been missed. And, we have been less likely to develop more creative (and profitable) work processes.

Processes for social value inclusion are underdeveloped and, consequently, decisions are one-sided; hence, neither respond to social needs nor provide for the most effective production of goods and services. The problem is not that corporate leaders are irresponsible, satisfy self-interest first, lack moral guidance from others, or consider productivity and profit at the expense of social values. The problem is that the processes of organizational decision-making, while heavily value-laden, do not include a sufficiently representative set of values.  Now that leads us to a communication problem. If we need to have high involvement and participation in our organizational decision, how are we going to do it?  New understandings of communication are central to this.

A while back I was having a debate on these issues with a CEO from a major company on Chicago cable show, and finally after I thought I was winning the argument, the CEO looked at me and said, "Do you want our companies to be run like faculty meetings?"  Some of you don't fully appreciate this yet. And all I could say was, "I don't even want our faculty meetings to run like faculty meetings."  Anyone hanging around most corporations will hear a lot more complaint about the endlessness and frustrations of meetings than the lack of opportunity to participate.   This results not just from the limited nature of participation tasks but from the inability to participate well. Our biggest task may not be overcoming the autocratic tendencies of many managers and the communication structures, principles and practices fostered by this, but in providing new ways to think about and do communication in places where participation is genuinely favored.

We have bad models of communication.  Our most common models of communication fostered by liberal democracy are not sufficient for this task.  They made perfectly good sense at another time. As did the particular way ownership stretched to the governance of organizations some 200 years ago. But not today.  It would be the same as trying to make believe we could produce modern medicine with 17th century chemistry knowledge. It doesn't work that way. We're still trying to rub stones and turn them into gold. Unfortunately we have not taken communication as seriously as chemistry.  Our communication processes are inadequate because our models, like our cardinal's models, were built in another time and place for the problems of another time and place. These models worked perfectly fine for small societies with wide, open forums with high homogeneity in the population. And, as long as you have all of those things, the model still works perfectly fine.  But, the fact is, we don't live in a society like that. We live in a society that is incredibly diverse in views—a society that requires creativity in ways that those societies did not require creativity. We need a different model of communication, a model of communication that attacks problems in a significantly different way.

A lot of the studies that I've been doing, along with my students, have looked at what we call stakeholder models of governance. You cannot make decisions that represent the values of a community without community stakeholders having a way into the business decision process. Getting stakeholders into decision is difficult, and so is having good discussion processes to make them succeed when they are there. These today are important problems for those who study business and those who study communication. We sometimes have the ability to build forums and places of talk, though that is still pretty limited. The number of companies that have stakeholder involvement is fairly small.  And those who do involve stakeholders often only do so indirectly, through certain kinds of focus groups, public meetings and advisory groups.  Most current stakeholder involvement has addressed environmental decisions.  But at least in the environmental decisions, we've found that it works. Many companies have found that it is a lot smarter to get people in the community into the decision process than to have them regulate the process from the outside.

But, our models are not very good for the kinds of talk that works best in those places.  I want to just give you a few examples of how that works.  Have you ever listened to a presidential debate? If you haven't, you're going to get an opportunity to coming up in the next several months. If you are a communication professor, one of the things that is interesting about presidential debates is that you always get reporters who call you and they ask you who won the debate.  Suddenly the "debate," the public discussion is like a ballgame.  I don't think that they are asking the right questions.  So I change the question much to their frustration.  They call up and say, "So who won the debate?"  And I basically say, "You know I'm not really interested in that.   Thought of in that way, it is a silly enterprise. Think about this from the standpoint of leadership and communication. Is wining a debate the best credentials for the presidency? Let me suggest something different.  I will tell you what I think of the candidate's skills the next time if you select five problems that this society says we must deal with. Let's just try health care. Let's just try budget. Let's see if two intelligent human beings can work out a creative solution to these that both are satisfied with.  Then I'll tell you who I'll vote for, because that's what I need in a leader. Somebody who can sit down with people who are different from themselves and work out creatively something that meets both their needs. I don't need a leader that can win debate points and push an agenda and then spend the next four years in the White House arguing with the other side as if we have irreconcilable differences."

And so let's think of this as a very different communication problem requiring another model. Our problem today in the political area or in getting successful public representation in business decision is trying to get people to talk in a way that they come up with mutual decisions. Our system doesn't do that very well. We grow up with information and adversarial model of communication and these are actively supported by the mass media. These models are designed to preclude reasoned discussion and creative, mutual decisions. Democracy has been reduced to talking at people rather than deciding together.  Attempts to get creative answers that might be for the good of everybody are thwarted by a process that requires oppositional thinking and requires that we set it into a communication context of winners and losers. The model is guided by the wrong motives. The model is not guided by the motive of reaching decisions that we both accept, that meet both our needs?  It is guided by the motive of who is going to win.

Furthermore, most of our models of communication were never intended help people reach decisions. We left voting and power to do that in the place of a model that lead to a mutual decisions, decisions good for multiple parties, committed to by multiple parties.  We often structure our meetings for public representation to fail when it comes to decisions.  I used to work for community health planning where we did a lot of stakeholder meetings, a lot of community meetings, but ultimately these were designed for people to stand up and yell.  They are show and yell sessions. That's all they are designed to do. Everyone had a say, but the communicative development of a decision is left for hidden others who may or may not represent public values or have themselves a successful communication process.  We make meetings like these far too large, and what we do is just make sure everyone briefly has their say. Now it begins to sound like faculty meetings. Those of you who have ever had to go through this, whether it be in sororities or fraternities and other groups, you know finally Delbert is right: The primary determinant of group processes is bladder size.  And, if you want to strategically manipulate the meetings, you bring the coffee and the orange juice and you don't drink it. Two hours later when everyone else is crossing their legs, you find that most things you say sound pretty good.

Rather than a communication problem, we set it up as an expression problem. Let's make sure everyone has his or her say.  That way we can be absolutely sure that no one will make a decision. Or, we set these up so we try to represent everybody.  So everybody of any sort is represented. Rarely do we ask what kind of diversity do we need to make this decision, let us make sure that all relevant positions are treated by the decision. Without this everyone has had their chance to yell, no decisions are made and the decision-making power is passed to someone else. Or if we look at how it functions in most of these contexts, decisions aren't made at all; we make a "recommendation to."  This is in academic discourse as well as in business discourse. I learned it first as a professor. As a graduate student, one of my first conferences was in Germany. I remember coming out of meeting in which we had an important topic to discuss. The German press was actually there; something American press would never dare to do at our conferences. They set a microphone in front of us and said, "So what did you decide?" And my colleagues said, "Well I heard a paper on…and I heard a paper on…."  "But what did you decide?"

Because we hear lots of "papers on" but the point of a community is to make the decision together. It's not that everyone has she or his say, but having our say has some effect. But when you look at the way we conceptualize our very democratic notions, our democratic notions are not that we came up with decisions that represented well all of our interests. Our democratic notion is we sat in a room and made sure everyone had their say. So somewhere somebody else had to decide, or decision happened by inaction. It's a bad model of communication. It is a model of communication that was never designed to do what we have to do, and that is, in our interdependence, define and make our decisions together.

And, furthermore our models of communication have presumed that our interests are all fixed. That we are somehow born with these things and our job is only to come to a meeting to express them. It's like when I go to an organization who has a problem and they say, "We have a problem can you help us get our people out of the box?"  You know what out-of-the box thinking is and all this stuff?  And, I kind of look at them and I say, "Wrong model.  All I do is try to figure out is how people got into that box?" Because the important thing is not how you get out, but how you got in.  The processes by which you produce your interests, and presume that these are your interests, are the critical communication processes.  We are treated as if we are first private individuals with individual feelings and we become social by speaking to others.  The fact is we are first communicative creatures working out together with each other before we decide what is inside. Standard everyday models of communication make the opposite presumption.  They presumes that we're individuals first. I wish to advance a model of communication that makes the opposite presumption.  It presumes that we're social first and only latter are positioned as individuals. The central issue of communication is the processes by which the individual interior become produced rather than simply expressed.

And further, our everyday models presume that communication is a rather simple, spontaneous process.  If given the chance everyone in the world is instantly democratic.  Unfortunately, democratic communication, talking to reach mutual decisions, is one of the most complex, sophisticated skills that human beings have ever developed. The ability to reach decisions with other people who are different from us, is extraordinarily difficult and require very special and currently very rare skills.  It is one of the most acculturated aspects of being a human being.  And yet we often believe, that if we simply give them a space people naturally have the skilsl.  It's a field of dreams, produce a forum and they will come and make good decisions together.  It doesn't happen that way.  Getting people into the discussion is only half the problem, the rest requires skills and models that work when they get there.

The problem with our companies today is not that bad people are there, they are people put in certain situation, which invite certain kinds of behavior. And, the worst decisions are not made simply by corrupt, self-interested people, they are made by people following routine scripts and accepted behavior. They are doing precisely what the system demands of them. They are governing. But new models of governance are being developed.  We are creating the possibility of getting a wider set of stakeholders into the decision chain. If we can both get them in and provide models of talk that work, we have the potential to have creative decisions that both better represent social values and make our companies more economically viable.  This is the hope I leave you with today.

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