>though I hope you're joking about the guillotine

I read that remark as this: If corporations are people legally, there should be certain crimes that lead to their dissolution. I assumed this was the proposal: If a corporation does something evil enough, its leaders going to prison and paying a fine isn't enough, it should face the corporate guillotine which revokes its incorporation.

What would that gain you? Wouldnt the same capital holders pool their wealth into a newly minted corporation to continue exploiting the resources they have accrued?

Are you going to seize the assets of the corporation and redistribute them? How is your proposed dissolution different from a fine big enough to bankrupt a company?

Just quickly on my phone before I run to grab the train. You dissolve the entity and sell the assests to pay back the costs of damage. The people left high and dry by the loss of investment get the signal that there is more risk in involving yourself in companies that can really stuff people over through negligence or greed

I mean really after the damage that was done, you don't think companies like BP should still exist.

How about all those resource companies walking over the people of the third world. etc etc.

As for cutting peoples heads off...Who knows what this new america will bring :)

> You dissolve the entity and sell the assests to pay back the costs of damage

VW could pay the damages in its particular case without dissolution. What would you do with the extra money after liquidating its assets? It seems like you're simply arguing for even bigger fines.

Not the parent.

If the company can pay for fines, fine. No need to dissolve them, but the leadership responsible still needs to face a judge. Just because you're part of a corporation, shouldn't mean you get to walk from crimes.

> but the leadership responsible still needs to face a judge

There’s your problem, assuming that there is a way for leadership in a company not be responsible. Managers being ‘responsible’ is the only argument for them being paid disproportionally more than the average worker. In turn, a manager should always be responsible for the actions of their underlings all the way to the top, regardless of personal involvement in or knowledge of those actions.

The idea that the management of a company could not be responsible for something done by that company (which, e.g. could have resulted in considerable savings for the company and its shareholders) is simply ludicrous.

There is several layers of leadership. The CEO might say, we need to make a product in this price range, and meeting the new regulations. Several layers below him, are the managers, that goes into the nitty gritty details of the engine and know what the engineers are doing. Is the CEO reponsible if the manager cheated and deliberately hid facts from the upper management, just to please them and make himself look better?

You could argue that they should have a seperate control instance, but that was what they had, and they cheated it anyway.

> Is the CEO reponsible if the manager cheated and deliberately hid facts from the upper management, just to please them and make himself look better?

Morally, certainly yes, that’s why they’re the CEO. Their only defence against responsibility is incapacity to fulfil their duties, in which case they should resign immediately.

It is naive to believe a CEO can know about everything. The job is to get out of the habit of running the company day to day, and focus on vision, strategy, and culture. It is entirely possible for the management levels below him to ignore orders, and cheat measures out in place to ensure this. As long as the CEO act accordingly when knowledge about this reaches him, he is doing a proper job. It will never be possible to totally control things with an orginazation so large that you need several layers of management. You do put trust into the lower layers, no matter how you do it.

Right, but the CEO needs to instill a culture of not cheating. If the CEO has that culture (and can show it - lots of ethics training and other decisions that reinforce the idea that the company doesn't violate those rules) then you go down the chain to the rouge manager who hid his action.

This isn't just a theory. On of my companies competitors (I do not know which, I was just given it as an example) was caught bribing officials in China. After investigation it was decided that it was a rouge manager and not the CEO: they has a policy of not bribing, everyone was trained in recognizing how something (even a meal) could be seen as a bribe, and when other unethical action had been taken in the past the company took action to stop it and treated the whistle-blowers well. The CEO got off because he did everything in his power to ensure this wouldn't happen.

Exactly. Great example of why not to simply punish all the way to the top because they're "morally responsible".

Exactly! We need to stop questioning if the leaders are responsible. They are! The CEO is responsible for the whole company. If something bad happens, and he doesn't know about it he is still responsible. He is responsible for knowing, and he failed to find out. We need to put the CEO on the side of the law.

Kind of like this? https://www.justice.gov/opa/pr/volkswagen-ag-agrees-plead-gu...

That link says that VW agreed to pay $2.8 billion in fines for defrauding 590,000 car owners and cheating on emissions tests. $2.8 billion/590K vehicles < $5K/vehicle.

That's a good start on fines. Now make them reimburse 590K owners. Let's see... A Jetta has an MSRP of >$20K. So, how about reimbursing $5K-$10K of every diesel vehicle that was fraudulently sold? Or, force VW to buy them all back at original MSRP. Then they could resell them for whatever they could get for them.

Would you pay $10K for a 2 year old cheater Jetta?

Edit: removed typo

Just like that.

>What would that gain you? Wouldnt the same capital holders pool their wealth into a newly minted corporation to continue exploiting the resources they have accrued?

And the small-timers, with their meagre holdings and pension funds would be wiped out.

Corporations aren't monolithic; they are a collection of people working for and owning stake in. Their dissolution wouldn't be small and contained, it would be large and messy.

>What would that gain you?

This is a deterrent and would be very disruptive to the owners conducting business. It would discourage investors from elevating questionable people to boards of directors.

It could be something like this: 1. Sell/auction assets 2. Pay fines and damages and debts 3. Split remaining proceeds amongst non-legally culpable share holders

Right, but one of the issues is that a corporate "person" isn't the same as an individual person, and they don't overlap completely. They are only treated as persons under the law with regard to certain rights/obligations (sue and be sued, open a bank account, pay taxes, etc). But a corporation isn't a person for purposes of criminal culpability; i.e. you could never arrest a corporation for murder. Though corporations are just groups of individuals who themselves could absolutely be guilty of crimes.

There's a whole section in the Wikipedia article on corporate personhood that addresses these misconceptions[1].

I guess the real world "corporate guillotine" is for a corporation to be sued/fined out of existence or go bankrupt, all of which can happen due to gross negligence, bad behavior, or criminal behavior (see: Gawker Media, Bear Stearns, etc). But obviously jail is reserved for individuals who commit actual crimes, not corporations who are, after all, merely legal vehicles for pooling resources.

[1] https://en.wikipedia.org/wiki/Corporate_personhood#Misconcep...

In some jurisdictions (e.g. France) corporations can be subjected to criminal prosecution. The penalty can include forced dissolution of the enterprise.

>Though corporations are just groups of individuals who themselves could absolutely be guilty of crimes.

...or completely innocent of crimes.

I think it's important to remember that when there's talk about beheading corporate executives (and this isn't the first time I've read that on these forums): people are more likely to be innocent than not.

Killing off one of the largest employers in the world is a volatile maneuver. Surely there should be consequences, however perhaps a tier-based system for violations is needed. Suddenly closing the door on .... GM for example would be catastrophic for the US(hence the government bailout many economists supported). It may be that to properly punish or deter corporations from malicious decisions, the board of directors and majority stock holders should be punished too.

GM should have been allowed to fail.

Because, of course, no sensible capitalist would have stood by and watched all those assests disappear. Toyota would have bought a factory here, Nissan a factory there. Robots would have been sold off, etc.

Ford and Hyundai would have ramped up production and would have needed additional employees. And somebody would have stepped in to buy what was left of GM for 10 cents on the dollar.

It would have been very disruptive, yes. But within two years or so, the market would have adjusted. And there would be some incentive to not have anyone get too big to fail. As it stands, the incentive is to not let anyone be punished too much no matter how bad they act.

Wells Fargo should have gone out of business when thousands of employees were caught stealing from customers. Every shareholder should have lost everything. Of course the shareholders didn't commit the offence, but it would teach a lesson to be more responsible in investments, and make sure that the companies you invest in play square.

It might give Boards a different set of priorities when they negotiate the contracts of CEOs.

>Corporate personhood is a long standing legal principle stretching back at least 400 years to the first joint stock corporations

Equating modern corporations to the limited government granted corporation (permitted only for a limited and explicitly stated purpose [like building a bridge or railroad] in the public benefit) of 400 years ago and the nearly limitless powers of a corporation leveraged out of the 14th Amendment is a bit dishonest.

"The Corporation" gave a good summary of how the 14th amendment (passed to protect the rights of the newly freed slaves) was hijacked by corporate lawyers to dismantle the traditional limitations on corporations: https://www.youtube.com/watch?v=0qNmV4Iv0GE

Limited liability has nothing to do with personhood. Which is very recent and very specific. Personhood is not any of the things you listed, those are features of basic corporation without personhood. Corporations worked fine for several hundred years. Granting them the rights but not the responsibilities of humans was wholly unnecessary and a mistake.

I think you misunderstand corporate personhood. It absolutely includes all the things I mentioned. This article[1] has a good overview of the topic which includes a quote from the US Code: "In determining the meaning of any Act of Congress, unless the context indicates otherwise—the words "person" and "whoever" include corporations, companies, associations, firms, partnerships, societies, and joint stock companies, as well as individuals."

[1]https://en.wikipedia.org/wiki/Corporate_personhood

Corporations never existed without personhood; juridical personhood is a key factor was what historically distinguished corporations from earlier forms of business organization which did not create distinct legal persons.