The risks to a company which fails to understand and respect its social contract

The topic of corporate governance reform is ubiquitous. Its popularity stems from the collective shock of society witnessing the ethical meltdowns of the Enron/AIG/Stock-backdating era (2001-2007). Yet despite countless discussions about how to design new regulatory rules, improve internal compliance, and align corporate governance with strategy, the question of whether some of these changes might backfire and inspire quite different ethical and financial problems is neglected. What if it were true that the current emphasis on designing corporate governance systems in order to improve the lot of shareowners actually harmed shareholders? What if it were true that reforms that try to benefit shareowners by removing conflicts of interest between managers and owners created new conflicts that harm both investors and society? What if governance reform made companies susceptible to ‘‘ethical blowback?."