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The Rise and Fall (?) of the Berle-Means Corporation

Accepted version
Peer-reviewed

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Article

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Authors

Cheffins, BR 

Abstract

This paper forms part of the proceedings of the 10th Annual Berle Symposium (2018), which focused on Adolf Berle and the world he influenced. He and Gardiner Means documented in The Modern Corporation and Private Property (1932) what they said was a separation of ownership and control in major American business enterprises. Berle and Means became sufficiently closely associated with the separation of ownership and control pattern for the large American public firm to be christened subsequently “the Berle-Means corporation”. This paper focuses on the “rise” of the Berle-Means corporation, considering in so doing why ownership became divorced from control in most of America’s biggest companies. It also assesses whether developments concerning institutional investors and shareholder activism have precipitated the “fall” of the Berle-Means corporation, meaning U.S. corporate governance is no longer characterized by a separation of ownership and control.

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Keywords

Berle-Means corporation, separation of ownership and control, institutional shareholders, shareholder activism, index trackers

Journal Title

Seattle University Law Review

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Journal ISSN

1078-1927

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Sponsorship
Leverhulme Trust (MRF-2015-050)
I carried out the research under the auspices of a Leverhulme Major Research Fellowship.