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Americans have always loved risktakers. Like the Icarus of ancient Greek lore, however, even the most talented entrepreneurs can overstep their bounds. All too often, the very qualities that make Icaran executives special-- self-confidence, visionary insight, and extreme competitiveness--spur them to take misguided and even illegal chances. The Icaran failure of an ordinary entrepreneur isn't headline news. But put Icarus in the corporate boardroom and, as David Skeel vividly demonstrates, the ripple effects can be profound. Ever since the first large-scale corporations emerged in the nineteenth century, their ability to tap huge amounts of capital and the sheer number of lives they affect has meant that their executives play for far greater stakes. Excessive and sometimes fraudulent risks, competition, and the increasing size and complexity of organizations: these three factors have been at the heart of every corporate breakdown from 1873, when financial genius Jay Cooke collapsed, to the corporate scandals of the early 21st century. Compounding the scandals is an ongoing cat-and-mouse game between regulators' efforts to police the three factors that lead to Icarus Effect failures and efforts by corporate America to evade this regulation in the name of efficiency and flexibility. These efforts to side-step oversight can rapidly spiral out of control, setting the stage for the devastating corporate failures that punctuate American business history. But there is also a silver lining to the stunning failures: the outrage they provoke galvanizes public opinion in favor of corporate reform. The most important American business regulation has always been enacted in response to a major breakdown in corporate America. Today's business environment poses unprecedented perils for the average American as for the first time ever, more than half of Americans now own stock. Identifying the problems of the past, Skeel offers a strikingly new diagnosis of the fundamental flaws in corporate America today, and of what can be done to fix them.

Tabla de contenidos provista por Syndetics

• 1 Jay Cooke and the Birth of America's First Large Scale Corporation
• 2 The Gilded Age and the Crisis of Competition
• 3 Icarus Meets the New Deal
• 4 I Want to Be Like Mike: LBO's and the New Corporate Governance
• 5 Enron, WorldCom and the Transformation of Icarus
• 6 "The Most Sweeping Securities Law Reforms Since the New Deal"
• 7 "We Have Met the Corporation and it is Us"

Reseñas proporcionadas por Syndetics

Publishers Weekly Review

Like the mythical teenager who flew too close to the sun, corporations are incorrigibly prone to catastrophic risk-taking, argues this engaging study. Corporate law professor and NPR commentator Skeel, author of Debt?s Dominion: A History of Bankruptcy Law in America, examines a number of celebrated corporate disasters, from the collapse of 19th-century railroad baron Jay Cooke?s empire to the ?junk-bond? mania and savings and loan debacles of the 1980s and the recent Enron and Worldcom fiascoes. These ?Icarus Effect failures? conform to a pattern of ambitious over-expansion financed by unsustainable debt, followed by mounting losses that are concealed by ever more desperate accounting manipulations. But Skeel?s account is less a taxonomy of business skullduggery than a history of the growing size and complexity of corporations and the corresponding political and legal efforts to control them. He delves into a wide range of issues, including anti-trust law, the New Deal regulatory regime, the advent of malleable financial instruments and corporate structures (Enron executives concocted a labyrinth of thousands of paper subsidiaries to hide its debts and losses), the collusion of auditors and securities analysts in misrepresenting corporate finances, and the rise of ?charismatic? CEOs. Although the financial details occasionally bog down the book, Skeel sets a colorful narrative of fraud and bankruptcy against an accessible background of academic theory, arguing for firmer regulations to cope with the gigantic scale, byzantine complexity and ?winner-take-all? managerial culture of the modern corporation. The result is an illuminating and highly readable treatment of an important economic issue. (Jan.) Copyright 2005 Reed Business Information.

Notas de autor provistas por Syndetics

David Skeel is the S. Samuel Arsht Professor of Corporate Law at the University of Pennsylvania. The author of Debt's Dominion: A History of Bankruptcy Law in America, he is a frequent commentator on corporate legal affairs and his op-eds have appeared in the Financial Times, Los Angeles Times, New York Times, American Lawyer, and Philadelphia Inquirer.