This book explores the evolution of the shareholder in post-war Britain within the context of changing legal, political, economic, and social conditions. It examines how the post-war transformation of the shareholder body influenced relationships amongst stakeholders, impacting corporate behaviour and the legal and political efforts to govern industry and financial markets.
The book addresses a number of themes, including: 1) how the movements for democratisation influenced the treatment of shareholder interests and the calls for stakeholder representation; 2) how the rhetoric of change created a narrative that deflected from the lack of systemic legal reforms and protected the status quo; 3) how, in the post-war consensus environment, political positions on equity ownership de-radicalised, which proved unsustainable against a background of increasing political polarisation and industrial unrest; and 4) how the institutionalisation of the post-war shareholder body had profound effects on industry, the financial markets, and the economy.
With these themes as a foundation, the evolutionary arch of the post-war shareholder is examined, focusing on developments that influenced the treatment and perception of shareholder and stakeholder interests, including nationalisations, shareholder democracy, corporate purpose, and industrial democracy.
The book further considers how these post-war changes contribute to the post-1979 legal treatment of shareholder and stakeholder interests, including subsequent changes to the Companies Act and the development of corporate governance codes. Parallels to contemporary movements for stakeholder capitalism, corporate purpose, and ESG are drawn.
The historical analysis of the post-war shareholder provides a framework for considering current questions on shareholder primacy and the demands for systemic legal reforms. These missed opportunities for meaningful changes to the treatment of shareholder interests in UK company law serve as useful precedents for evaluating subsequent periods.
1. Introduction The Post-War Era Thematic Outline Structural Outline 2. Nationalisations and the Post-War Shareholder The Post-War Consensus Support for Radical Reform or Cyclical Change? Nationalisations and the Four Levers of the British Economy Nationalisations and Equity Shareholders Reactions to Post-War Nationalisations Financial and Economic Implications of Nationalisations Nationalisation’s Impact on the Relationship between Shareholders and Directors Institutional Investors and Nationalisations The Faltering Post-War Consensus and State Interventions The Financial Crash, Equity Shareholders, and Nationalisations Britain’s Pivot to Thatcherism 3. The Post-War Shareholder Body and Shareholder Democracy Post-War Perceptions of the Shareholder Types of Shareholders The Evolution of the Forms of Shareholding The Development of Shareholder Democracy 4. Corporate Purpose and the Shareholder Shareholder Primacy and Shareholder Democracy Enlightened Shareholder Value Conflicting Interests and the Call for Reform The UK Courts Pressures on the Principle of Shareholder Primacy 5. Industrial Democracy and the Worker Shareholder Post-War Reconstruction and the Movement for Industrial Democracy Motivations for Support of Industrial Democracy British Industry and a Changing Workforce Impediments to Widespread Worker Shareholding Workers’ Attitudes to Savings and Equity Ownership Worker Uptake 6. Industrial Democracy and the Worker Director The Trade Unions and Worker Representation Capital and Labour: Conflict or Convergence? Industrial Democracy and Legislative Change The Unrealised Potential of Post-War Industrial Democracy 7. The Bullock Committee: A Paper-Tiger Attack on the System Establishing the Committee of Enquiry The TUC, the Majority Report and the Minority Report Bullock Report and Shareholder Primacy (Re)defining Directors’ Duties Political Resistance to the TUC Proposals and the Bullock Report The City and Industry The End of the Post-War Consensus and the Diminishing of Industrial Democracy 8. Post-1979: Shareholders, Stakeholders and the Companies Act The End of the Post-War Consensus 1979: The End of the Post-War Settlement and the Election of Margaret Thatcher Companies Act 1980 Companies Act 1985 Thatcher’s Big Bang and the Financial Services Act 1986 New Labour’s ‘Third Way’ and the Companies Act The Company Law Review Steering Committee Shareholders, Stakeholders and UK Corporate Governance The Company Law Reform Bill and the Companies Act 2006 9. Contemporary Corollaries and Concluding Considerations Contemporary Relevance Corporate Purpose: A Note on Contemporary Parallels Concluding Thoughts
Joanne F Sonin is a finance professional with a PhD from London School of Economics and Political Science, UK.
