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Strong Governance Actually Makes Weak Companies

For the Better comes to you bi-weekly with ideas about how and why to build companies focused on human flourishing and stories of the people who are doing it. Other enthusiasms may occasionally appear.

Strong Governance Actually Makes Weak CompaniesI’ve spent a lot of time in recent years thinking about governance: its role in the current state of the markets and society, the way it functions in individual companies and also as a powerful collective force, and how we can approach it in a less monolithic way when we sit down to structure companies from the ground up.Over and over, I’ve seen founders succumb to the idea that their governance has to be the same as everyone else’s in order to succeed – or even to get their company off the ground. Just as many times, I’ve seen them regret making that decision at some point down the road for any number of reasons.I was intrigued to read about this study on the effects of what we traditionally think of as “good” governance in a recent Bloomberg column by Matt Levine. It makes the argument that so-called strong governance, which prioritizes shareholders, is actually bad for companies and bad for competition. By comparing what the authors call “separate” versus “common” (ie, institutional) ownership, it looks at the ways in which “common owners indirectly, and perhaps unintentionally, exert market power by delegating control rights to other shareholders through the broad implementation of “strong” governance structures across their portfolio firms.” It goes on, highlighting the scourge of activist investors: “These delegated control rights are then leveraged by non-diversified investors, such as activist hedge funds, which pressure managers of their target firms to reduce investments. The aggregate effect of lower investments reduces the demand for labor and wages. Importantly, even though activist hedge funds do not internalize externalities across firms, the cumulative impact of their interventions contributes to anti-competitive outcomes, manifesting as a monopsony in the labor market.”They have plenty of data to show that the rise of common ownership over the last thirty years has broken the “feedback loop between wages and governance,” thereby disturbing the cycle of losing and regaining equilibrium that is a hallmark of a truly competitive environment.Of course, this kind of activist behavior is not only bad for investment and competition. It’s also one of the main mechanisms for gutting companies entirely, often even ousting the very founders who had no idea they were planting the seeds of their own demise in the early days (see above: governance set-up regrets). There are many better ways to create governance structures than what’s currently deemed acceptable by the lawyers who seem to crank out the same charter for every single company. All it takes to do it is the willingness to take a leap of faith for the long-term sake and health of the organization. A tall order right now, perhaps, but one that I hope will become the normal way of doing business.

Things I’ve Enjoyed Lately🔵 We’re Getting GhostGirled: A Lesson From HistoryThis eerie story of corporate malfeasance has stayed with me. In the 1910s and 20s, the “ghost girls” painted glow-in-the-dark radium on watch dials. The U.S. Radium Corporation, that made the paint, called Undark, was too cheap to buy rags and solvent. Instead, they told the girls to wet the brushes by putting them in their mouths. I’m sure I don’t need to tell you that a long list of diseases befell them, that the company took no responsibility for it, or, or, sadly, that not much has changed. As the author of this piece notes, “corporations are happy to kill you. Some doctors are happy to help them cover it up. Politicians are happy to sit back and watch. You might get justice, but it's almost always too late to matter for you personally. In the case of U.S. Radium, the corporation continued painting dials by hand until 1947.”🔵 The Experimentation Experiment: How Small Units Will Drive the Army’s Transformation in ContactEven in 2024, people tend to think of startups as something that happens in, if not a garage any more, at least a small space. Given that, I enjoyed the chance to think about the U.S. Army as a startup – and am honored to be called out for The Lean Startup. In particular, the idea of continuous transformation is so important for larger organizations trying to test new ideas in order to answer the question posed here: “But will it scale?”

Athena:

One of the things I enjoy the most about what I do is that every day is a little different. I meet people building incredible companies and doing great things for the world, do my writing and work, and always reserve time for my family. Athena, which offers executive assistants at affordable rates, shares my belief that the key to making the most of everything life has to offer is keeping it running smoothly. I've partnered with them so you can focus on living your life rather than managing it. 

🔵 The Impact of Denying a Wanted Abortion on Women and ChildrenThe results of this study are consistent with what previous data have shown: “Denying a wanted abortion has immediate and lasting detrimental effects.” They include twice the risk of dying in the next nine months, along with long-term health issues, lower education levels, poverty, reliance on welfare and more, many of which are handed on to the next generation. Colombia, from which the study takes its data, requires women facing abortion barriers to apply to a judge for permission, which creates a fascinating mechanism: “We find that female judges are… (32%) less likely to deny abortion than male judges and use the sex of the assigned judge as an instrument for abortion denial.”