I guess what I’m saying is that while there is no duty, as such, to maximize shareholder value in every circumstance, I believe there is and ought to be an obligation for the CEO not to make decisions based on his own interests (or moral views) while ignoring and acting contrary to the interests of the shareholders. In fact, this actually sounds more like a duty of loyalty issue.

Gordon is the real expert in this area, but I think that he would agree that a CEO giving money to charity or refusing to shut down an unprofitable plant in order to save the workers is not tortious or illegal.

I got a kick out of your post on OPM also. As much as people are critical of CEO’s “blind” pursuit of profits, they need to remember that the CEO really is entrusted with growing “other people’s money.” It’s easy to say that CEOs should give more of their company’s money to charity, or that they should avoid certain lines of business, even if extremely profitable. But in the end, the CEO has an obligation to pursue (within reason) the best financial interests of the shareholders — not to make decisions based on his own moral agenda, except where doing the “right” or “moral” thing (i.e., public charitable contributions) ultimately benefits the company by improving its image, etc. Sometimes that means breaking up a company. If the shareholders don’t agree with the company’s philosophy, then they should sell their stock and invest in a different company. I don’t mean to imply that any officer is justified in any behavior that is illegal, tortious, or that breaches his or her fiduciary duty to the corporation — that should be aggressively condemned and punished.

I can think of no great ignomy…

Great reference to Catch-22, one of my favorite books (and movies). You forget, however, that Milo’s syndicate did not collapse due to his oversupply of Egyptian cotton. The Germans agreed to buy his cotton in exchange for having Yosarrian’s squadron bomb its own airbase — which accidentally killed Milo and Yossarian’s friend Nately. Later, Milo is riding in a procession through the streets of Rome standing up in a jeep like Julius Caesar, king of all he surveys. Yossarian climbs into the jeep and complains to Milo that he caused Nately’s death. Milo responded:

Milo: Nately died a wealthy man, Yossarian. He had over sixty shares in the syndicate.
Yossarian: What difference does that make? He’s dead.
Milo: Then his family will get it.
Yossarian: He didn’t have time to have a family.
Milo: Then his parents will get it.
Yossarian: They don’t need it, they’re rich.
Milo Minderbinder: Then they’ll understand.

Mild Miderbender parrallels today’s CEOs. Although they may have great character traits that make them appear as good Christian men, these same traits can blind them to the ill effects of some of their actions.

Nor does it matter that many of these defrauders are charming, dote on their children, or have a something resembling a religious life. We must demand that those with whom we interact behave honorably. Too many Mormons strenuously object when people take the Lord’s name in vain or use words like “chick” or “dyke” in polite conversation, but stand idly by when people really do bad things, because confronting real evil actually involves risk. We must do everything we can to ensure that corrupt men do not distort the system for their own gains. Integrity demands nothing less, even though it may often involve great personal sacrifice.

Is simple greed preferable to fanatical evil? Sure. But greed isn’t good enough either, and we should lose no opportunity to say so.