Corporations – Arm of the State, Inherently Evil, or Just Uniquely Predatory?

by | Aug 7, 2020 | Economy, Opinion | 261 comments

 

I’ve been a corporate lawyer in just about every sense since I began practicing law over 30 years ago (as in, have corporations for clients, be employed by corporations, create corporations, counsel on corporate governance, etc.).  I used to view corporations as pretty benign, and was resistant to the idea that they are somehow uniquely predatory or inherently evil.

Recent events have begun to erode that view, namely:

  • The apparent de facto, if not de jure,* collusion among Big Data and Big Social Media to warp the information available to the public.
  • The eagerness of Big Data and Big Social Media to collude with Very Bad People (yeah, I’m looking at you, ChiComs) to repress over a billion people.
  • Being exposed to the way Big Pharma does business – extraordinarily shady business practices, total disregard for the actual wellbeing of their nominal “customers”.

History.  First, a bit of history.  Corporations used to be rare, as they had to be individually chartered by a specific act of Parliament (or the US Congress or the states).  The notion that they are simply extensions or agents of the government had a lot more to it then, in part because corporations were generally thought to need some sort of public purpose.  Many were chartered for “public works” such as roads, canals, etc.  Because of their rarity and the advantages they had (the ability to raise capital with limited investor liability, charters could grant monopolies, etc.), these corporations sometimes became extraordinarily rich and powerful, to the point that a few became quasi-governments and/or competitors with the government, such as the British East India Company.

However, in the U.S., at least, this changed in the 19th century to “incorporation by registration” (sometimes called “free incorporation”), meaning that all you had to do was file your charter and pay a modest fee, similar to a shall-issue license in many ways.  At that point, corporations became more of a pre-packaged contract or bundle of agency relationships, and I think the argument that they are extensions or agents of the government loses much of its punch (although remnants of the old public purpose doctrine still linger and provide a foothold for the modern push for corporations to serve indeterminate “stakeholders” rather than their investor owners).  Of course, the requirement to serve a public purpose remains quite overt for charitable corporations.

Limited Liability.  The defining feature of corporations is limited liability, which is quite misunderstood.  There is no such thing as limited liability for the corporation itself, and (in theory and to some extent in practice) no such thing as limited liability for corporate executives, officers, directors or employees.  In practice, corporations indemnify these people to a large extent, so their personal exposure is limited, but the same is true of partnerships and other organizations that are not a limited liability entity.

Limited liability only means that the investor owners of a corporation are not personally liable.  They can lose their investment in the corporation, but beyond that their personal assets are not exposed by corporate wrongdoing.  This is justified in large part as a major incentive for capital formation, and the results on that front are hard to argue with.

However, limited investor liability is also consistent with agency law and notions of personal responsibility.  Investors in corporations are passive investors; they have no rights to run the day to day operations of the company, but instead have only limited and defined governance rights, including the right to vote for members of the corporate board or pass shareholder resolutions that the board is, in theory, obligated to carry out.  Some investors are also, in addition to being passive investors, more actively involved in corporate operations as executives, directors or majority shareholders who exert control over corporate operations in that role (and can be held personally liable for what they do in that role).  An individual’s role as an investor and their other roles (as executives, etc.) should be distinguished; being an investor does not immunize someone from liability in other roles they may have.  In broad terms, because a “mere” investor is not an agent or representative of the corporation, and cannot control what the corporation does, there is no reason to hold them personally liable.  I also note that, over time, corporate law has gradually developed to insulate management from shareholder governance or control.

Are Corporations “Problematic”?

While corporations certainly do a lot of deplorable things, is there really anything inherent to the corporate form or limited investor liability that leads them to be deplorable?  Greed, cronyism, corruption, disregard for others, these are all parts of human nature that have exhibited themselves throughout history, regardless of whether there were limited liability corporations.  Similarly, acting as tax collectors for the state or otherwise as conduits for state enforcement of misc. edicts and requirements is not unique to corporations.  These roles are not imposed only on corporations, and the state has little more leverage over a corporation by threatening to revoke its charter than it does over any business by threatening to revoke its business license.

But there is one aspect of limited liability corporations that may be both (a) a facilitator of being deplorable and (b) inherent to their nature, and that is size.  As noted, limited liability allows the formation of very large pools of capital; when you are personally liable for everything done by the organization you invest in, as in a true partnership, you tend to stay personally involved.   That creates a limit on both the number of organizations you will invest in, and the number of investors in those corporations.  Too many investors and/or too many investments, and you can no longer exert meaningful control, but are still personally liable.  A world without corporations could very well consist of more and smaller businesses each of them less able to influence the government, impair competition or impact large numbers of people with their deplorableness.  Of course, such a world would also lack a major engine for capital formation, or at least aggregation of large pools of capital.

*Its always nice to get the Latin out of the way early.

About The Author

R C Dean

R C Dean

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261 Comments

  1. juris imprudent

    A corporation is just another form of bureaucracy (with a few advantageous features – maybe).

    • The Other Kevin

      As with any bureaucracy, the larger it gets, the more corrupt it becomes and the more removed it gets from its original mission.

      • Hyperion

        One word, cronyism. People get elected to office, who have little or no talent, or any skills, except being the best liar and sleazeball around.

        Advantage: They get to make laws that the rest of us are forced to abide by. Disadvantage: No way to get really rich except for stealing tax payer money and getting caught eventually.

        Solution: Meet with lobbyist from the richest corporations, places where people have real skills and ways to make lots of money. Let lobbyists write laws that cripple their competitors in exchange for all sorts of graft until you retire from office and get a cushy corporate board job paying millions in salary.

        The funny thing is the proggie snowflakes who believe that these same politicians are going to save them from billionaires. First of all, other people making more money than you, is not keeping you down. 2nd, these are the same people, the politicians in bed with the corporations, dummies. They’re not going to save you. 3rd, you cannot be saved from your own ignorance, you’re just whiny bitches that no one cares about.

      • Gustave Lytton

        Lobbyists are another agency problem. They nominally work for companies and will try to win special favors in either exceptions or hobbling competitors but will never try to tear down the edifice that requires their services. They flit from company to industry trade group to regulator to legislative staff back and forth. They are totally vested in having the system continue as is.

      • DEG

        In normal circumstances, a big bureaucracy becomes a liability because it moves slower in response to market forces.

  2. Don did not Escape Bama

    Thanks; this is far and away my preferred sort of Glib post.

    when you are personally liable for everything done by the organization you invest in, as in a true partnership, you tend to stay personally involved I have a fair play (read: accountability) notion around this.

    Take “Citizens United.” I don’t believe in restriction on political spending (speech) of any sort. And I was okay with corporate speech this far: there’s not much difference between my personal political speech (the ideal) and my directing my corporation (of which I own 20% and am CEO) to spend $X on my political speech. Tax rates aside, the political impact of those two vectors would be in the same neighborhood. But, on the other hand, I keep thinking that there should be no veil between political speech and the speaker: it should be of a body and of the same personal and financial liabilities.

    I have this ancient, under-class notion of fairness; I keep coming back to the idea that consequences, good or bad, should accrue solely to the risk-taker. Any law, shelter, or construct that separates accountability will never sit easy with me.

  3. kbolino

    The publicly traded corporation has also become a convenient instrument to bankroll pensions and other retirement funds. This in turn gives the managers of those funds more influence than they would, as individuals, otherwise have. CalPERS gets to play politics behind the scenes even as unions can’t play politics quite so overtly with dues anymore.

    The interplay between corporations and government seems hardly to have stemmed from corporations’ existence. Before the joint-stock corporation existed, the king had his favored courtiers and they had their numerous manors and estates, and there was the same interplay of power and money we see today.

    • invisible finger

      For pensions that’s only a recent phenomenon. Thirty years ago pensions were mostly in bonds because they are safer, then Greenspan et al pushed interest rates down and pensions were forced into equity investments that would keep pace with inflation (and mandated rates of return).

      I’m fine with outfits like CalPERS buying corporate bonds – more legal protection, known duration, no voting power. But as soon as they buy equities you get state control of the means of production.

      • kbolino

        Hmm, that is a fair point worth distinguishing. Though a creditor still has some power, it’s less than an owner. Are they just limited to bonds today, or are they also buying shares and/or equity funds?

      • Gustave Lytton

        I dunno about calpers specifically but other government funds are buying and operating businesses to gain a return because of meager opportunities for big payoffs. I recall a couple of years ago an outcry over the state of Idaho purchasing a storage locker business in/near Boise.

      • invisible finger

        I don’t know if they were ever limited to bonds legally, but they were just the best risk-reward option for a pension fund. They are heavy into equities today.

      • Nephilium

        And you’ve got the Fed going into ETF’s and potentially equities as well.

  4. Yusef drives a Kia

    More more you Know,
    i understood the whole piece,!

  5. Timeloose

    There is certainly a lack of investor control over a corporation once the number of investors gets above a certain amount. Having the ability to vote for board members is not a great amount of control if there are 20M investors, most with a handfull of shares. I’m guilty of tossing my voting rights for my investments in the trash every year due to my low amount of shares owned vs the number of investors. Your vote doesn’t count most of the time as the majority investors will dominate the board picks. This is a good analogy to what direct popular voting would look like in the US if it was changed from having an electoral college. California, NY, Texas, and a hand full of populous states would decide elections and small fries like Wyoming and Montana would be powerless.

    • Don did not Escape Bama

      Look what I was writing at the same instant:

      What I hate is the difficulty of effecting a shareholder revolt. I can vote against a slate of directors all I want; I can run for director; I can maybe even get five minutes at the annual meeting. But the behemoth, monolithic interests (with their stacks of proxies) will always pick the directors. If I hate a CEO or a policy or think the Board is lazy and inattentive, there is almost nothing I can do to change a corporation that is large enough to be listed on a significant exchange.

      Shorter Don: yeah, what Timeloose wrote.

      • Timeloose

        Great minds?

      • Nephilium

        For all the crap that Jack Thompson did, he at least bought shares, went to shareholder meetings for “murder simulator” video game production companies, and bitched there.

        And because he welshed on a bet, we have the charity Child’s Play.

      • l0b0t


        He is also known for his unusual filings to The Florida Bar, including challenging the constitutionality of The Florida Bar itself in 1993. Later the Florida Supreme Court described his filings as “repetitive, frivolous and insulting to the integrity of the court”. On March 20, 2008, the Florida Supreme Court imposed sanctions on Thompson, requiring that any of his future filings in the court be signed by a member of The Florida Bar other than himself. In July 2008, Thompson was permanently disbarred by the Supreme Court of Florida for inappropriate conduct, including making false statements to tribunals and disparaging and humiliating litigants.

        Stop trying to make me like the guy.

      • Nephilium

        Oh, he was a complete asshat. Just read up on the Modest Video Game Proposal. But as I mentioned, that poor behavior is what lead to a multi-million dollar charity for sick kids in hospitals.

    • Drake

      Often the biggest shareholders are pension plans, university endowments, that kind of stuff – who will vote for the kind of crap individual shareholders want nothing to do with.

      • Scruffy Nerfherder

        ??

    • DEG

      I suspect this would be inevitable, though I wonder how much 401K plans and their practice of dumping money into funds leads to this situation.

      In other words, what would happen if the government wasn’t putting its thumbs on the scales via the tax code?

    • Ted S.

      I’m guilty of tossing my voting rights for my investments in the trash every year due to my low amount of shares owned vs the number of investors. Your vote doesn’t count most of the time as the majority investors will dominate the board picks.

      Ooh, I’m reminded of the movie The Solid Gold Cadillac. Judy Holliday plays a nuisance shareholder who is given a PR job to shut her up, only for her to find that the conglomerate is doing some rather incompetent (and at times shady) things.

  6. Drake

    Too much money does become the root of much evil. Corporations make lots of cash, become detached from the communities / founders that they came from. Since DC and most state capitals are awash in money, political operatives have figured out how to monetize the political side of government. So now it’s easy for a corporation to write a bunch of campaign contribution checks, and get the results they want from bureaucrats and legislators. Actual voters / citizens in a district don’t even factor into the process. Too much wealth has been the death of many an empire.

    The fingerprints of big pharma are all over the crazy response to covid. Instead of pushing doctors to use the cheap and effective cocktail of Hydroxycloroquine and Zinc, big pharma got it shot down by the CDC and Fauci and many Governors outright banned it. Their alternatives are failed Aids drugs that costs $ thousands a dose and sketchy vaccines.

    • SUPREME OVERLORD trshmnstr

      Corporations make lots of cash, become detached from the communities / founders that they came from.

      IMO, the cash itself is a minor player in that dynamic. It’s where the money comes from that dictates the detachment. My company is constantly talking about our shareholder and the perception of Wall Street. Thus, we’re constantly doing the things that are calculated to give us a Q/Q boost rather than sustainable development of added customer value.

      I always think back to It’s a wonderful life. Why did George Bailey cling to the Savings & Loan? Not because he didn’t want the money Potter repeatedly offered him… in fact, he desperately wanted and needed the money. No, it was because Potter was already exerting undue influence as a minority stakeholder, pulling the savings and loan away from its original goals and principles. Had Elon Musk hyperlooped back in time and offered George Bailey a $50k no-strings-attached investment in the business, it would’ve made for a shit ending to the movie, but it would’ve resolved all of the internal tension felt by Bailey.

      • Drake

        Execs at my last place also paid way too much attention to the stock price and “Wall Street”. They made lots of stupid myopic decisions because of it.

        Reading a book about Toyota a few months ago (maybe the best managed large company), I was pleasantly surprised to read that most of their executives and senior managers just ignore the stock price and Wall Street. They concentrate of running the company well over the long term and let the investment side take care of itself.

      • kbolino

        Some of the attitude against Carlos Ghosn seems to be that he was too different in that regard. Japanese corporations are more conservative and staid compared to their American, European, or Chinese counterparts. Nissan-Renault is/was upending that culture.

      • SUPREME OVERLORD trshmnstr

        That’s good to hear about RE: Toyota. I don’t know that I’ve worked at a (public) company that hasn’t been obsessed with its share price. Some much more so than others (my current one is pretty bad about it). Between that and their obsessions with marketing and I&D, there’s not much attention to actually putting out a product the customers want.

      • invisible finger

        It’s usually not “the company” that is obsessed with the share price, it’s the executives with compensation packages based on the share price that are obsessed with it. One can’t be surprised when it becomes the driving force of the company. You get more of what you reward…

      • Don did not Escape Bama

        is there a problem here?

        All I worry about is the risk that short-term managers sub-optimize and long-term profitability suffers. If managers are driving towards long-term profit, I, the share holder, the owner, am quite happy with their being obsessed and being rewarded for such.

      • SUPREME OVERLORD trshmnstr

        I assume that the implication when talking about wall street and shareholders isnt that there’s going to be an uprising of long-term buy-and-hold types selling their stocks because the 5 year plan sucks. They’re focused on the hedge fund managers and the mutual fund managers and the pension fund managers who will dump your fund if the Q/Q numbers don’t meet snuff.

      • Don did not Escape Bama

        hey, I’m on record here cashing out last month

        22X earnings is stupid, I don’t care who wins the election or how high 10 years go

      • SUPREME OVERLORD trshmnstr

        I’m torn. I know the right thing to do at my age (ride it out), but it really feels like I’m about to watch 50% of my retirement evaporate sometime between now and November. Do I stick everything in bonds for 3 months and forego the potential gains with the expectation that I’ll avoid a crash, or do I ?just keep holding, just keep holding ?

        I know what I’ll do… stay the course. It’s gonna hurt, though.

      • Don did not Escape Bama

        Automotive over the past two decades is the classic test of management guessing what the right goals and methods are while sitting on a pile of questionably relevant experience, extreme competition, and finicky clients.

        NYSE return on assets bangs around in the 5% neighborhood. Two of the best-run firms in the auto game are Toyota and Paccar, and they net about that same result. The difference is that the NYSE is a powerful young kid who only hits four fairways per round and then bangs half of those misses back onto the green to putt in for birdie but bogeys the other half. Toyota and Paccar are Watson and Furyk, quietly stroking it down the middle, nailing the center of every green, and two-putting for par over and over.

        There’s no excuse for not taking care of the shareholder, but the cutting edge bleeds; sticking to what you’re good at and not wasting billions fixing unforced errors is not a bad business plan.

      • Homple

        I remember spending a lot of time on conference calls and confecting reports prepping the bosses for The Analyst Call.

    • R C Dean

      The HCQ kerfuffle, and Big Pharma’s obvious potential benefit from burying HCQ, was the flashpoint for this post.

      • Drake

        It is nakedly blatant to anyone paying attention.

      • Tundra

        The food pyramid resulted directly from who wielded the most power in the subsidy racket.

      • PieInTheSky

        you are probably one o them saturated fat deniers.

      • Tundra

        Probably.

        #fuck PUFAS

      • PieInTheSky

        you need more sunflower in in your diet

    • Hyperion

      “Corporations make lots of cash, become detached from the communities”

      Not about the cash in my opinion. It’s about how it becomes more and more difficult to manage a company, the larger it gets.

      Take Amazon as a prime example.

      For a while, they had the greatest customer service on the planet, hands down. But you keep getting bigger and bigger, the more you have to delegate. So it just becomes so unwieldy. Then things will just get to the point it’s impossible, it’s so watered down, it becomes a sub par company with more money than anyone knows what to do with. That’s the reason for the detachment, you no longer have any sense of intimacy with this giant entity you have created. It’s no longer what it was once. It’s like that lovely sweet thing you married 20 years ago and now it’s an unrecognizable 400 lb. battleaxe.

      • kbolino

        Part of what changed with Amazon is that they used to be content with breaking even, considering themselves to be working more towards growth than immediate profit. But that time has passed and now it’s about profit more than growth.

      • Don did not Escape Bama

        what you did there . . . . . . was seen 🙂

    • invisible finger

      “Too much wealth has been the death of many an empire. ”

      Although it is true that wealth often leads to arrogance which usually leads to idiotic policies , the death of most empires is too much taxation – the idea that the leaders can make up for their loss of wealth from idiotic policies via tax increases and “regulation”.

      • juris imprudent

        Prosperity. We humans really aren’t very well wired for it. That’s why we are so prone to “bad luck” as Heinlein put it.

  7. SUPREME OVERLORD trshmnstr

    I’ve flagged limited liability as something to think more about someday. I’ve seen enough abuse of the notion to at least pique my “may not be a good thing” indicator.

    The biggest “abuses” I have seen have mostly been through subsidiaries and through very small businesses. Essentially, you spin up a high (third party damage) risk project in a subsidiary C-corp (for big companies) or in a LLC or S-Corp (for individuals), and you let them take the risks. If it blows up in their faces, then you hope that the relevant AG won’t be pissed enough to follow the money and pierce the veil. Usually the sophisticated parties don’t have a 100% stake in the sub, and often don’t even have de jure control over the sub.

    • Don did not Escape Bama

      Another version: contrive unending shells to sort various locales or versions or efforts in essentially the same or identical schemes. Then collect on those that profit while taking all the failed versions into bankruptcy. All the profits, none of the losses in the right hand; and fuck the clients, suppliers, and creditors of the left hand.

      • SUPREME OVERLORD trshmnstr

        yep, and you can get exactly the right amount of paper loss that you need by carefully selecting which losing subs to bankrupt.

      • Gustave Lytton

        Ahhh, the movie production formula. Millions in revenue yet a never ending stream of paper losses.

  8. Pine_Tree

    I don’t think they’re uniquely evil; I think they’re inherently evil in the same way that any group of people is.

    For me, it starts with (as shorthand) the Total Depravity as the “T” in the TULIP that we Calvinists use. Grouping a bunch of sinners together (as a government, to use our favorite example here) just gets you something bigger, worse, and more dangerous than them individually. For some purposes that thing is useful, but it’s always hazardous.

    And aren’t there some odd compensation rules that (in the last generation or so) steered compensation to be very stock-heavy, relative to the past? And doesn’t regulatory scheme probably drive some perverse incentives with short- versus long-term thinking?

    • invisible finger

      You’ve got a nice company there. Would be a shame if something were to happen to it because of legislation.

  9. PieInTheSky

    I don’t particularly like corporations but am not sure of the alternative.

    Then again I don’t particularly like lawyers but they have their uses as well.

    But the state of limited liability in lbertopia, like other things such s IP, id tough to determine

  10. Hyperion

    I think that it’s just that they realize where those sweet crony bucks are coming from and what they need to do to keep them and get more.

    It’s scary that these tech corps are apparently convinced that the trend towards woke authoritarianism is going to continue unabated well into the future.

    I am in no way convinced they are worried that their actual customers will be offended by any of this shit. They just don’t care, because the future will be a future where your profits depend more upon government approval then it does actually selling things that people want and not offending 50% of your customers, or all of them. If the people don’t like it that big daddy government is giving them tax payer dollars while they piss on their own customers, the crony corps will just have the government force you to buy their products, or else get a super low social credit score. WIN! Hey, it worked for China.

  11. Timeloose

    Corporations and their influence themselves are not the problem, but a symptom of the amount of control governments have. There have allays been interests with a lot of power, but when the power is limited by operating within the market they reside their influence is also limited.

    We now have governments controlling every aspect of our lives via regulation, laws, taxes, and direct picking of winners and losers. So in this type of environment, a corporation exerts control via proxy of the government it influences.

    • SUPREME OVERLORD trshmnstr

      Corporations and their influence themselves are not the problem

      Maybe not “the” problem, but I certainly think that they are “a” problem. Its really hard to untangle corporate actions from their regulatory environment, which makes it hard to figure out which part of the blame is to be laid at the corporate doorstep and which part is to be laid in the congressional rotunda.

      • Timeloose

        I was referring to when the gov controls access to the market through regulation there can not be a chance for a competitor to challenge the large corporation. For example the barrier to entry for a competitor of say Glaxo is excessive due to the FDA regulations and the time and expense of following them. If a start-up has a great new treatment idea for a drug, assume they have the know how and means to prove effectiveness, they likely don’t have the ability to jump through the hoops needed to pass the FDA requirements. So they either have to sell to the big boys or go broke.

        The result is Glaxo get bigger and there is less innovation over time, but this has lot more to do with regulation then with the actions of Glaxo.

      • invisible finger

        In the extortion racket, government always makes the first move.

    • Nephilium

      And executive orders, don’t forget executive orders.

      /glares at 22:00 Last Call push here

      • Ownbestenemy

        There was a seedy bar in OKC that I used to haunt when I had to go to the FAA Academy; really a dive and overall hole. I was in good with the bartender, cute little thing, and after last-call would help with the restocking of ice, etc which meant drinking well past 2am. I bet many places will “last call” but for very reliable and tight-lipped patrons will just lock the doors and continue drinking.

      • Nephilium

        Can confirm. There’s been several locations cited for doing that already here. And a place that I used to be a regular at that we would sit drinking until 05:00 (with the last call of 02:00). The second advantage was that there was no charge for anything consumed after last call.

        I will say that I’ve already seen some places violate the rules for the number of drinks you’re allowed in front of you at last call (for the record, under the new regime, it’s two). As you can legally drink until 23:00.

      • Yusef drives a Kia

        I wouldn’t know of any place that operates like that………………………

      • Ownbestenemy

        My dad, when working for his best friend at a bar out in Pomona, CA, used to open early (4am) to cook food for the regulars but he eventually started serving before 6am and was popped by the CA ABC board. His boss, the owner didn’t care and soon it was only “employees” allowed in prior to opening.

    • DEG

      Yes.

  12. JD is in the United Karendom

    Good read, RC. I’m not well-enough versed in the subject area, or smart enough to dive in here with any particular take one way or the other, but would appreciate more posts on this subject. Someone like Arnold Kling has probably said a lot on the topic over the years; perhaps worthy of inclusion as extra credit reading assignments.

    • SUPREME OVERLORD trshmnstr

      I should really post on the way these principles see used in the field of patents. Basically, a tent city pops up around every little government tweak of the market.

    • Nephilium

      I’m not well-enough versed in the subject area, or smart enough to dive in here with any particular take one way or the other

      When has that ever stopped me?

  13. Tundra

    Holy shit!

    That was amazingly concise and to the point. Are you sure you are a lawyer?

    As someone who has created and invested in ventures, I’m a HUGE fan of limiting liability. Particularly mine.

    Kidding, of course. Protecting passive investors is groovy. Using the power of the state to protect shitheads isn’t.

    So the answers to your questions: Yes, the way they have evolved. No. No.

    Thanks for writing this!

    • PieInTheSky

      Yes, the way they have evolved – and what could have been done to prevent that? i mean everything has kind of evolved in that direction

      • Tundra

        A weak-assed state. Arguably the only way these corporations got so powerful was their ability to enact barriers to competition and control distribution, etc.

      • Nephilium

        There’s a reason that it’s always the large corps pushing for more regulation, and it ain’t to “protect the people”.

      • Ownbestenemy

        One of our business fears is one of our competitors (brick and mortar) grooms some state legislature’s little mutt and that they would use that influence to put more regulation on the mobile side of the business. Luckily they haven’t but I can see them doing it to stifle our business since we have picked up about 30 clients that used to go to them.

      • l0b0t

        …since we have picked up about 30 clients that used to go to them.

        Dude, that’s AWESOME!

  14. TARDIS

    *Its always nice to get the Latin out of the way early.

    I don’t think I have ever used the word de jure before.

    Possibly because I hate de jure authoritah?

    Good read, and easy to understand. Aren’t you in healthcare now?

    • PieInTheSky

      I don’t think I have ever used the word de jure before. – I used it in the title of my second post on this fair website

    • TARDIS

      NSFW!

      • Tundra

        No kidding. That guy needs GlibFit, stat!

      • Drake

        Just plain not safe. Why would that guy think being naked in public was a good idea?

      • UnCivilServant

        German

        I think that explains it.

      • blighted_non_millenial

        The German Nudist, Not Safe at Any Speed.

  15. SUPREME OVERLORD trshmnstr

    OT: TMITE

    (AP waxes poetic about sad, sad “protesters” being prosecuted harshly for property and violent crimes because state-level “criminal enterprise” enhancers are being tacked on)

    • kbolino

      The Associated Press has apparently never interacted with the criminal justice system before. Excessive charges with long minimum sentences is de rigeur for many prosecutions, in order to up the ante and force a plea. It’s just so oh-so-tragic that it’s getting applied against the privileged “peaceful” protestors.

    • leon

      Sim Gill is a piece of shit, as most prosecutors are. I think there was some antifa presence at the riot (not really a protest when you burn down two cars and vandalize everything). What was it that people were saying yesterday “stupid games -> stupid prizes”.

      • leon

        “Don’t think for a moment that you are if you are participating in this activity, you are not being a prop for the reelection campaign of Donald Trump — because you absolutely are,” he said. “You are creating the B-roll film that will be used in ads nationally to help Donald Trump during this campaign. If you don’t want to be part of that, then don’t show up.”

        Ahh… Ok, now i see where they are getting the idea of calling these people white supremacists. It’s not that they are, its that there actions help Trump, who is a white supremacist.

  16. leon

    Well written RC. The discussion around limited liability is interesting. I generally have no problem on the creditor recollection front, seeing as if a creditor does not like the fact, he does not have to lend to a company that has stated it’s liability is limited with the assets of the company. But on the front of creating risks and harming others, there is something i’m not sure about. But i think that just gets to a core premise (one i oft state here) of reality. There is no justice in this world. You can’t get blood from a stone, and people are easily capable of doing damages they have no means of recuperating. What is the just means of recompense in those cases?

    As for the final part, I’m not sure if that is still unique to corporations. Power coalesces and accumulates. People who have power, are able to use it to further gather power. Much like capital, you can employ it to get more. I don’t think there is a system that can necessarily stop that. To witt, the experiences of people in Oregon/Washington. They have no means of defending themselves against Antifa, not because Antifa is particularly rich, but because all powers have accumulated to their side. The city won’t prosecute, the state won’t deploy forces to stop it, and the courts won’t enjoin them to do so. In that situation you have only the option to use your own power to try to defend yourself, or flee to refuge.

    • Tundra

      To witt…

      Two Witt.

    • Scruffy Nerfherder

      he does not have to lend to a company that has stated it’s liability is limited with the assets of the company

      How do you feel about a government that swoops in and changes the rules ex post facto a la GM?

      *mixing Latin and French, take that!*

      • leon

        I thought that was obscene. It was a clear change of screwing people who had rights to pay off the Unions. But of course Obama, so he never did anything corrupt.

        Can’t have scandal if the media won’t call it one :taps head to fingers:. People think it was Trump who got people to realize the media was full of shit. That is not the case, it was their silence and complicity with the Obama admin that did that. Trump just performed the coup de grace.

        (i can throw in some french too)

      • kbolino

        The Obamas’ big Netflix “documentary” flop, American Factory, is a prime example of how they operate. Ostensibly, it’s about a factory town that was depressed by the loss of jobs and how they bounced back after a Chinese company bought the plant and started making automotive glass there, as well as the culture clashes between Chinese management and American employees. Then, halfway through, the fucking AFL-CIO show up to start agitating. It goes from (potentially) interesting story to Democratic Party agitprop with all the deftness of an anvil drop. They don’t give a flying fuck about the workers, but they really would be happy to have more money flowing from the workers into their own and their political allies’ pockets.

      • kbolino

        Stupid <em> tag. It should even exist anyway.

      • UnCivilServant

        Admit it, you’d mess up the <i> tag too.

      • kbolino

        Yeah, probably.

  17. PieInTheSky

    I don’t like big pharma. I think they can be predatory and very damaging. But I am thinking of the alternative. And I see none. All medical research being government would lead to nothing.

    The solution would be people spending analyzing and learning about things and thus most of the shit that goes down would not. But this won’t happen. The people want a government that makes sure everything is swell without any effort from themselves. While this sounds good – everything working with no effort – it is not gonna happen.

    • Semi-Spartan Dad

      I think the main issue with big pharma is that the revolving door between big Pharma executives and the FDA. If there was no regulation on drug development and distribution, then big pharma would just have to compete in a free market economy where consumer preferences dominate and not what is best for the governing class’s bank accounts.Just like we have now for other products, there would be private organizations that you could receive recommendations from. Perhaps you buy your drugs from Costco pharmacies or only those that your insurance approves. There would also still be the opportunity to for civil suits or criminal charges due to fraud or negligence.

      This is what amazes me about libertarians, such as Bailey, who unquestionably accept every vaccine as some sort of magical product exempt from normal government corruption. You have a vaccine developed by company A sent to the FDA for a recommendation to be added to the schedule of mandatory childhood vaccines. Director of the FDA division was a former VP for company A and expects to return to company A after their after “public service” period.

      FDA collects expert guidance on adding the new vaccine to the schedule. 1/3 of the experts are currently paid consultants for Company A with no obligation to disclose and the others have received funding at one time or another, also non-disclosed. FDA subsequently rules to add this drug to the schedule, giving Company A a lottery jackpot, where their product is now required by every child in this country and will be paid for by insurance companies and Medicade, so they don’t even have to worry about the ability of consumers to pay for it.

      Sorry, that was long but I just don’t get this blind spot. In the 80s, there was something like 7 shots given to kids. I think it’s up to 37 now.*numbers might be slightly off.

      • PieInTheSky

        If there was no regulation on drug development and distribution, then big pharma would just have to compete in a free market economy where consumer preferences dominate – yes but if a lot of people dont smarten up there would still be graft and snake oil. it would be better for me probably so that is what matters…

      • Nephilium

        You can still hawk homeopathic and “herbal” remedies here. So… we’ve already got the graft and snake oil.

      • Viking1865

        So what you’re saying is you’re an anti-vaccine conspiracy nut who doesn’t believe in SCIENCE and EXPERTS.

        You’re probably a racist white supremacist too.

      • Suthenboy

        “…the main issue with big pharma is that the revolving door between big Pharma executives and the FDA. ”

        Ten years or more ago I happened to catch a report on congressional hearings debating whether or not big Pharma executives should be barred from working for the FDA as consultants. It was jaw dropping. The whole system is so fucking corrupt you cant believe it.

        The argument against barring them from playing both sides amounted to “You cant do that, we are happy and making too much money!”

    • juris imprudent

      What is interesting about the pharma business is that originally, patent-medicine was entirely the domain of medical quackery, at least in the U.S. It has been a marketing triumph second to none to invert that. Along of course with the regulatory capture – thank you Food and Drug Act!

  18. Scruffy Nerfherder

    I question whether “publicly incorporated” is a good idea quite often.

    I watched what it did to the tech firm I worked for, I watch the constant fraud going on, I watch how the government uses it to prop up bad actors and prevent creative destruction…

  19. Akira

    An individual’s role as an investor and their other roles (as executives, etc.) should be distinguished; being an investor does not immunize someone from liability in other roles they may have. In broad terms, because a “mere” investor is not an agent or representative of the corporation, and cannot control what the corporation does, there is no reason to hold them personally liable.

    I’ve met so many people who are under the impression that limited liability means that a corporation can structure themselves as an LLC, do literally anything they want (blatant fraud, injure people, damage property, etc) and then escape any possibility of prosecution by “folding”. They can’t give any specific instances of this actually happening and the perpetrators getting away with it. But they’re always adamant that piercing the corporate veil is “too hard” and that “they always get away with it”.

    Whenever I ask them where they read this, the answer is “at college”.

    • juris imprudent

      the answer is “at college”

      During an afternoon Marxist solidarity, drinking and bullshitting session.

    • Nephilium

      It’s like the Seinfeld episode where Kramer is ranting about write-offs.

  20. Viking1865

    I’ve definitely become a lot more skeptical of the corporation in theory as I have observed their actions in practice. I’m just more and more skeptical of “bigness” across the board. Big Anything worries me, and the rise of Big Tech especially concerns me.

    • mrfamous

      There’s nothing wrong with “big” per se, it just seems like it’s too easy for ‘big’ to get the gov’t to pass laws and do things that favor them and screw everybody else. But that’s not specific to ‘big’ corporations as it applies to ‘big’ labor unions, public utilities, churches, etc.

      • Viking1865

        Yeah Big ________ always is due to government, at the end of the day.

      • invisible finger

        Yup. It’s not the bigness so much as the “institutionalization” of the bigness.

  21. robc

    Since corporations are government created/endorsed entities, I think there should be a few rules applied to them, in exchange for the limited liability.

    First, an aside, as to whether we should even have limited liability. I think so, because, as I have argued before, especially on TOS, there are ways to effectively arrange LL without having it, so I think it is simpler and better to be upfront. Plus, we have bankruptcy too, which is a form of limited liability, and a good one, in most cases.

    Back to the rules thing. Here is mine, and you might find it weird, but I think it makes some sort of demented sense. First, eliminate corporate income tax. However, require all corporations to pay AT LEAST 22% (since that is the current rate) of their annual profit out as dividends, which will be taxed as ordinary income.

    The big part of this isn’t related to the tax, although that is a side benefit. This prevents fraud, as if the dividend checks bounce, the company is lying about something (maybe, or they just don’t have any free cash flow, but they were going to have the same issue paying their taxes too).

    I also think if we could find a way to encourage preferred stock over corporate bonds, that would be better too. Not sure why I think that.

    • invisible finger

      ” Not sure why I think that.”

      I can’t think of a good reason to think that. Forcing everyone into the same risk seems like a good way to not get funded.

      • robc

        Preferred stock and bonds are very similar. The only difference is with the former, it isn’t technically debt. It is slightly riskier than a bond, buy I think it is more interesting than corporate bonds. Like I said, I can’t even explain to myself why it should be the preferred form.

      • R C Dean

        The “preferred” refers to its priority in getting distributions.

        Debts and expenses go first.

        Then “preferred” stock gets a distribution of the net, usually at a set rate (“10% of the Corporation’s net operating income”, that kind of thing). It reads like interest, but its not. Preferred stock often has different voting rights, as well.

        Finally, the “common” stock gets whatever dividend the board votes for it.

      • robc

        Bad writing on my part, the preferred in the last sentence refers to me preferring that form over bonds for raising non-common capital. I was questioned why I preferred it, not why it was called preferred.

      • R C Dean

        I can think of one reason: preferred stock distributions aren’t an expense, unlike interest. If you don’t make money, you don’t make them.

        On the other side, they are tax disadvantaged – the business can’t deduct preferred stock distributions.

      • robc

        If we end the corporate income tax (ending double taxation), that distinction wouldn’t matter anymore!

      • robc

        Although, if we did my other idea and made C-corps pass-thru entities, then it would matter again.

        I am not sure you could have preferred stock with a pass thru entity. So probably can’t combine those.

        However, if we eliminated both the corporate and personal income tax, then we don’t need to worry about the pass-thru aspect, so it would work.

      • SUPREME OVERLORD trshmnstr

        I am not sure you could have preferred stock with a pass thru entity.

        IIRC (and it has been a few years since I took a business formation class), there are other purposes for the preferred stock beyond the differentiated handling of distributions. Can’t you weight control toward preferred stock?

  22. Rebel Scum

    Imagine my shock.

    Washington, D.C., Attorney General Karl Racine (D) on Thursday announced a lawsuit against the National Rifle Association (NRA) Foundation, accusing the gun rights group’s charitable arm of misuse of funds.

    “Donors gave money to fund firearms safety, firearms education and marksmanship training,” Racine said in a tweet announcing the lawsuit. “Instead, that money was diverted to support wasteful spending by the NRA and its executives.”

    Racine claimed the NRA borrowed $5 million from the foundation on two occasions, once in 2017 and again in 2018. Racine also accused the foundation of paying millions in fees to the NRA with no oversight and placing the NRA’s interests above its own, in violation of its articles of incorporation.

    “Because the Foundation’s Board of Trustees and executives are dominated by the NRA, and the NRA had subverted the Foundation’s independence, the Foundation has allowed itself to be financially exploited through, among other things, unfair loans and management fee payments to the NRA,” the lawsuit states.

    • Akira

      “Donors gave money to fund firearms safety, firearms education and marksmanship training,” Racine said in a tweet announcing the lawsuit.”

      Uh, I’d guess that most people are giving because they don’t want their guns taken away (and yes, that’s a very real threat that has been iterated by numerous politicians over the decades. It’s not some kooky conspiracy theory that was fabricated out of thin air).

    • Gustave Lytton

      Why does DC, a fucking midsize city have an AG?

  23. Plisade

    Thanks for the history lesson at the start. I did not know that about the public purpose. To me, ultimately, the problem is people, like Hyperion said in the first comment. And with that as an OT segue…

    Just read a lengthy comment from a former high school friend who’s still back in Cali. She and her hubby, another HS friend, both caught the ‘vid. She is highly intelligent, and yet, after a TMI description of her symptoms, she wrote this…

    “Everybody, please wear a mask. We were really careful, not going out much and always wearing masks.”

    • Tundra

      Failed biology AND logic, huh?

      • mexican sharpshooter

        If nothing makes sense anymore, why try to make sense of it?

    • leon

      Why does she want me to catch the VID?

    • Ownbestenemy

      See Fauci was right! If they were wearing googles and earmuffs they wouldn’t have gotten the VID.

      • Akira

        Well scientists have declared that Lil ‘Rona cannot transmit at anti-racism protests, so if you just wear a pin all the time that says “end racism”, you should be immune. The experts have said so.

    • kbolino

      The idea that we did all of this for negligible benefit is politically impossible to admit.

      • grrizzly

        It’s also true on the individual level. Especially for intelligent people who fell for the panic.

    • Viking1865

      “When people stop believing in God, they don’t believe in nothing, they believe in everything.”

    • invisible finger

      It goes away with rest and maybe some mild treatment in a couple weeks, but these idiots want to act like they caught cancer.

    • invisible finger

      Maybe we should make sure people who have the ‘vid are marked in some way so the rest of the public knows they are untermensch.

      • Plisade

        The Mark of Cain?

      • l0b0t

        Is it 9-9-9?

      • hayeksplosives

        A tax plan you can’t refuse.

      • Rebel Scum

        +1 shucky ducky.

      • Nephilium

        333.

        Really, not as good as their first album, but still mildly entertaining.

    • hayeksplosives

      LOL. They didn’t wear their masks hard enough.

      My husband just got a nice Alfred E Newman mask. Mine are a bunch of floral pieces that coordinate with my work clothes. They are georgette, so quite thin, but nice to breathe through and no one has complained.

      • R C Dean

        Where did you get your masks, splosives? Mrs. Dean has a reaction to the surgical masks I liberate from the hospital, and I’d like to find something very minimalist for her.

      • grrizzly

        the surgical masks I liberate from the hospital

        You would have fit right in in the USSR.

      • R C Dean

        We’re actually encouraged to do so. Our official position is strongly pro-masking.

        I’m probably going to need to see a surgeon soon; I think I’ve bitten my tongue so hard and so often I’ve done permanent damage.

    • DEG

      Thanks for the history lesson at the start.

      Seconded.

      I hope your friend and her hubby get well soon, not just from Lil Rona but from the fear and panic.

  24. Ownbestenemy

    Nice read and little lesson. I don’t know much so Ill just comment that I just finished roasting some Hatch green chilies. I will one or two for my brisket chili that is simmering as I type this. The beans are cooking in some beef stock made from some of the brisket juices I saved up. Cooking this and WFH really, really, really sucks.

    • Akira

      Nice read and little lesson. I don’t know much so Ill just comment that I just finished roasting some Hatch green chilies. I will one or two for my brisket chili that is simmering as I type this. The beans are cooking in some beef stock made from some of the brisket juices I saved up. Cooking this and WFH really, really, really sucks.

      Holy shit dude, I’ll be right over.

      I love chili made with chunks of meat though; it’s a nice change from the ground beef. As for me, I’m making some kofta with pita breads and some kind of salad this weekend.

      • l0b0t

        That all sounds delightful. I just had another culturally appropriated abomination – a fish taco (mahi, shredded red cabbage, pickled red onion, pickled shallot, guacamole, sour cream, cotija cheese, lime juice) but using fresh naan for the wrap. Our local Indian place is happy to sell 6 packs of fresh baked naan to help recoup their dine-in losses.

  25. The Late P Brooks

    A world without corporations could very well consist of more and smaller businesses each of them less able to influence the government, impair competition or impact large numbers of people with their deplorableness.

    I like that part. A man can dream, eh?

    • Plisade

      For some reason that part got me thinking about marriages/divorces, and how, at least in certain jurisdictions, even though 2 people agree to combine their fortunes and act as one sans a prenup, the loot doesn’t have to be separated equally upon dissolution. One party is not necessarily entitled to material that the other earned/had independently even during the marriage. Isn’t that a sort of limited liability? Would there really need to be corporations, or would the liability be limited naturally to the activities of a company and not extend to an individual principal’s personal property?

      • SUPREME OVERLORD trshmnstr

        Would there really need to be corporations, or would the liability be limited naturally to the activities of a company and not extend to an individual principal’s personal property?

        As the laws are currently constructed, the liability isn’t naturally limited. if you’re running a sole proprietorship or a general partnership and your company’s covid mask breaks, causing the train engineer to derail the train of propane tanks, destroying bumfuck Kansas to the tune of $10M, you’re on the hook for $10M.

        Could limited liability be cooked into the system? Sure, but I think the current system is pretty close to that. A few hundred bucks is all you need to limit your liability.

      • Plisade

        Gotcha. Yeah, going LLC seems like a no-brainer ROI then.

      • SUPREME OVERLORD trshmnstr

        depends on the situation. there are tax implications, reporting requirements, ongoing fees, etc. Somebody doing $5k a year on an Etsy shop probably doesn’t need to limit their liability. Somebody doing $500k a year on gunbroker certainly does.

      • Plisade

        I’m wondering what’s more beneficial for the $5k scenario, LLC or a personal umbrella policy. But this thread is prolly dead…

      • R C Dean

        would the liability be limited naturally to the activities of a company and not extend to an individual principal’s personal property

        If the principal/owner is passive, then there shouldn’t be liability under traditional notions of personal responsibility and agency. If the principal/owner is acting on behalf of the company, then they should be held responsible for what they actually do.

        Limited liability corporations basically institutionalize what should be the rule anyway.

      • Plisade

        Solid copy. Thanks.

  26. Viking1865

    So the VA Supreme Court extended the eviction ban. Because apparently the Court on request from the Governor sets state policy now, and the General Assembly has nothing to do with it.

    https://law.lis.virginia.gov/constitution/article1/section11/

    Just words, unless enforced.

    • Ownbestenemy

      We are really seeing how much we are no longer a republic this year. I mean, we knew it and it was the dark underbelly of our society but now it is out in the open worn on the sleeve.

      This year alone:

      Governors, of both political parties, have effectively become the legislature via EO and emergency order powers granted to them by the very legislatures that are supposed to reign that in.

      The people in general are calling on a national response, States be damned.

      Power was given to un-elected bureaucrats (Chief Medial Officers) right out in the open and only a small handful pushed back on that.

      Rights have been severely handcuffed or outright removed from the populace and the courts have said “to save one life…”

      And on and on and on…

      • Rebel Scum

        Natalie Portman was one good thing about the prequels.

      • Ownbestenemy

        From a purely visual standpoint right? Because I have seen 6 year old kids in a school play act more natural than she did.

      • Rebel Scum

        From a purely visual standpoint right?

        Yes. Thinking of the tight, white outfit in Ep. II.

      • Fatty Bolger

        Oh, come on! Just look at how her face renders Padme’s rapidly changing undercurrent of emotions as Anakin makes his stunning confession! Now that’s acting!

        https://www.youtube.com/watch?v=pfevBIsVG1o

      • Ownbestenemy

        Well, Liam Nesson too but his role was punctured and fell off of the story too soon.

    • hayeksplosives

      Poor Virginia. Home of many of our freedom-loving, visionary founding fathers, now reduced to a corrupt borough of DC.

      • Viking1865

        I’m gonna run for Governor. My plaform: we will make Front Royal, Warrenton, and Stafford Hero Cities of Free Virginia, and link them with a wall. Everything north of the wall will be ceded for Maryland, in exchange for Maryland south of the Choptank River. Any lawyer or Yankee who attempts to breach the wall, will be mounted to the wall.

      • SUPREME OVERLORD trshmnstr

        You’ll need to keep on the west/south outskirts of Warrenton these days.

        A not insignificant reason why I’m back in TX right now is that the wealthiest of the government drones were buying estates out in Warrenton, pushing housing prices through the roof and turning the town blue.

    • Chipwooder

      To quote 8-Ball from Full Metal Jacket, “Yo, man, what the motherfuck?”

  27. Ozymandias

    I have about 2/3 of your experience, RC, but here’s my take on corporations:

    1 – In any dynamic, growing economy, you will need some vehicle akin/like an LLC to encourage risk-taking;
    2 – Nobody is being preyed upon by small- to medium-sized businesses;
    3 – Scale/size is the problem, not the nature of the corporation;
    4 – I’m not sold on the ‘public’ corporation for a lot of reasons too long to post;
    5 – The regulatory environment for small businesses is horrific – Govt creates a LOT of problems it then rushes in to fuck up even worse;
    6 – And, as everyone knows, big corporations/politically connected, regular-campaign-contributing donors make the regulations.

    This is true of every. single. industry.
    Govt regulation is like an anchor on our economy.

    7 – We ought to have less government, but more “commercial courts” and/or arbitration fora to settle commercial disputes. The common law was a wonderful evolutionary system that we overlaid with giving politicians the ability to muck it all up.

    • R C Dean

      I’m not sold on the ‘public’ corporation for a lot of reasons too long to post;

      In a comment? Sure. But in an actual post? C’mon, man.

  28. Rebel Scum

    But does he like fishsticks?

    Rapper Kanye West, who is attempting to mount an independent presidential campaign, has been approved for Colorado’s Nov. 3 ballot, the Colorado Secretary of State’s Office said Thursday.

    West has filed paperwork to appear on several states’ ballots, but Colorado’s bar is lower than most — candidates must pay a $1,000 fee, submit notarized statements and obtain backing from nine electors who are registered voters in the state. West received help from at least one Republican operative in the state, and his campaign filed the paperwork Wednesday.

    Election officials still are reviewing paperwork from other potential candidates and plan to release a list Friday of candidates who have qualified, spokesperson Betsy Hart said.

  29. Grosspatzer

    Echoing what many have already noted, a great read, and thanks. I don’ t know enough about corprate behavior to chip in with anything useful, but I just learned a whole lot more than I knew before. A bit like reading “Economics in one Lesson”.

  30. The Late P Brooks

    I’ll go back to one of my hobby horses, because I think it’s related, if not relevant. As many people have pointed out, the corporate form seems to have enabled truly mammoth size. Corporations have engaged in massive industry consolidation, in the recent past.

    This exacerbates “income inequality” by shifting income from a large number of midsize enterprises to a much smaller number of enormous enterprises.

    It also gets rid of local control and involvement, so corporate reps get to just shrug their shoulders and say, “Orders from On High, man. What do you expect me to do?”

    • SUPREME OVERLORD trshmnstr

      so corporate reps get to just shrug their shoulders and say, “Orders from On High, man. What do you expect me to do?”

      Boss, is that you?

    • robc

      Does the corporate form actually enable that, or would it happen anyway? I think Coase had some thoughts on that back in 1937.

    • leon

      If i can get on a hobby horse I would like to decry “corporate managment and leadership culture”. This is apparent in corporations, but it is best put to view with government management too. Leaders just get to shrug “What can i do, i didn’t know what they were doing” and get off pretty much scott free. I was watching the interview of Sally Yates and she was asked to characterize Comey’s behavior, and she replied “I don’t know how to characterize his behavior”. Well you were his direct supervisor, so you know what, fuck you you can be responsible for all the crimes he committed too.

      Part of the role of leaders is that they are given leeway to make decisions, but our culture is given to not holding anyone accountable for their failures.

      • Akira

        Part of the role of leaders is that they are given leeway to make decisions, but our culture is given to not holding anyone accountable for their failures.

        There was a book called “The Death of Common Sense” by Phillip K. Howard that postulated that the reason for the growth of bureaucracy (especially in government) is so that nobody can really be responsible. When everybody’s responsible, nobody’s responsible.

      • leon

        If government is the things we do together, then really sir, it’s your fault that George Floyd is dead.

    • invisible finger

      “the corporate form seems to have enabled truly mammoth size”

      Historically, corporations were chartered for a limited duration (years) at which point they were to be liquidated and dissolved. Gee, I wonder why government changed its mind on that last part.

  31. robc

    Another idea I had at one time, which is probably a really bad idea for some reason, is to make C-corps pass thru entities like an S-corp or an LLC.

    The paperwork might be horrendous. I don’t know if corporations would have ex-tax dates like they have ex-dividend dates and the owner on that date would have to pay the taxes, or if it would be calculated by percent of year you owned it or whatever. The former would obviously be easier to implement. I much stock prices would shoot up on the day after ex-tax.

    • robc

      One think you will notice from my suggestions, is that I really, really hate double taxation. I hate income taxation in general, but especially double taxation.

      • SUPREME OVERLORD trshmnstr

        *debates needling robc on the fact that double taxation is my #2 most hated tax “type” behind all forms of property tax*

      • leon

        What about a double Single Land Tax?

      • robc

        The land tax is not a property tax, so no problem.

        If it only taxes land, it isn’t a property tax and I am sticking to that definition. [insert tongue sticking out smiley here]

  32. LJW

    Implement a flat tax and eliminate corporate welfare. No exemptions, or deductions everyone pays the same rate. That should help limit some corporate involvement in government, thus making them slightly less evil.

    • leon

      I heard tar and feathers makes for a better pressure release.

  33. l0b0t

    Random Plex feed just threw an SNL my way, season 38 – episode 3, Daniel Craig (host)/Muse (band). Episode aired after the POTUS debates where, apparently, Mittens spanked Hopey McChange. Weekend Update with Seth Myers is trying to keep a brave face with the humor but it is clear they were really worried about Mittens beating the Lightbringer. Actual Big Bird (Carol Spinney) comes on to bitch about Mitten’s debate pledge to end FedGov subsidy to PBS. This, despite the fact that Children’s Television Workshop properties have been what keeps PBS in the black since the mid-1970s.

    • Nephilium

      And Sesame Street is now on HBO.

      • l0b0t

        Also, there have been a couple skits that hinge upon people being uncomfortable with a tranny or with VERY effeminate gays. So not woke; cancel them all.

      • Nephilium

        Dude… It’s Pat.

        Cancel NBC!

  34. The Late P Brooks

    Implement a flat tax and eliminate corporate welfare. No exemptions, or deductions everyone pays the same rate. That should help limit some corporate involvement in government, thus making them slightly less evil.

    Another hobbyhorse from my stable:

    Gross receipts tax. No gaming the definition of profit, no preferred classes of expenses. No social engineering, no “steering” investment or behavior by using tax incentives.

    • juris imprudent

      The whole point of modern tax policy isn’t to raise revenue (that is secondary, at best) it is to make the puppets dance.

    • R C Dean

      Might be worth it, but that would set off a major restructuring of the economy. Low margin businesses would be bankrupted unless they passed the tax on by raising prices. High margin businesses would see a big uptick in profits.

    • robc

      Single Land Tax. Any form of income or consumption tax (or property tax) has dead weight loss.

  35. DEG

    *Its always nice to get the Latin out of the way early.

    Apropos

  36. DEG

    OT: Sounds like Gauleiter Baker is getting ready to shut MA down again

    Massachusetts Gov. Charlie Baker on Friday announced decisions made in response to a recent uptick in in COVID-19 cases and the average positive test rate.

    Baker announced an indefinite delay for Step 2 of Phase 3 of the reopening plan, citing a recent uptick in COVID-19 cases and positive test rate.

    After listing a number of recent high-profile gatherings, some of which have led to clusters of coronavirus cases, Baker announced that the maximum number of attendees for outdoor gatherings would be cut in half, from 100 people down to 50, effective on Aug. 11. The limit for indoor events remains at 25, he said.

    He said the revised order will now apply to “all types of gatherings, on both public and private property” and that face coverings will be required whenever more than 10 people from different households will be mixing.

    Baker authorized all state and local police to enforce the order and said the hosts of events that violate the orders will be subject to fines.

    Huh. I thought they had a statewide mask mandate?

    • Gustave Lytton

      He said the revised order will now apply to “all types of gatherings

      Oh really? All types? All?

      • DEG

        “It all depends on the meaning of the word ‘all'”.

    • R C Dean

      Massachusetts peaked 3 months ago at 2,600 new cases a day. They have been having a gradual upward trend from 180 new cases a day a month ago to just under 400 cases a day. Their current new case count is less than 1/6th their peak.

      • DEG

        SSSHHH!!!!

        That doesn’t feed the fear.

  37. DEG

    OT: Doug Casey on debasement of English

    Trigger warning: Lew Rockwell
    Trigger warning: “meanings have words” debate will probably start

    Let’s discuss words. Many of the words you hear, especially on television and other media, are confused, conflated, or completely misused. Many recent changes in the way words are used are corrupting the language. The corruption of language is adding to the corruption of civilization itself.

    Words are extremely important because they provide the most important means we have to communicate with each other. If you don’t mean what you say and say what you mean, then it’s impossible to communicate accurately. Do you remember that famous line at the end of Cool Hand Luke, when Paul Newman gets shot? “What we’ve got here is failure to communicate”? That’s what I want to talk about.

    Where shall I start, because there are over a million words in English? I’ve rather arbitrarily chosen a few that are especially relevant to investors and freedom lovers. Many of these words are popular with the political classes.

    • leon

      Trigger warning: “meanings have words” debate will probably start

      Jumps in with both feet.

      Progressives use words in ways that are not generally understood that way. This is because they have their own language, and jargon. Getting mad at them for using words “wrong” is a bit silly if that is all you are upset about. It would be like getting upset at someone speaking Spanish for not speaking English right. They aren’t speaking the same language as you.

      Where i think peope rightly get frustrated is when people get duplicitous about it. As an example where the left particularly stepped in it, see how they treated the “Abolish the Police”/”Defund the Police”. When they realized that that wasn’t going to fly they quickly were sure to pat you on the head and tell you that you were silly for thinking they wanted to get rid of police. That is a rather trivial example, because usually it works the other way. They will say something like “We need to focus on Justice”, when what they are arguing for is anything but justice. But when called out on it, they will retreat to saying “all we want is justice, are you against justice?”.

      • R C Dean

        Getting mad at them for using words “wrong” is a bit silly if that is all you are upset about.

        I tend to be upset by the way they change word usage in order to be deceiving and demoralizing.

      • DEG

        I tend to be upset by the way they change word usage in order to be deceiving and demoralizing.

        Seconded.

      • leon

        Hence my second part. I think that that is legitimate, because unlike my description of Spanish vs English, they are doing it intentionally to mislead people into thinking what they are saying is other than what it is.

        For example, (oh boy i might be stepping in it) I think they attempt this with body positivity/ Fat culture. Celebrating someone for something vicious, not virtuous, with an attempt to make it sound like you are doing something good. Its one thing to say, it’s good that you are at peace with yourself, and have self-confidence ( a virtue), its another to pretend that being self-confident means you shouldn’t have to recognize where you need to improve. That is a false self-confidence.

      • SUPREME OVERLORD trshmnstr

        That is a false self-confidence.self-esteem

        I think you hit on the definition of self-esteem. A false (or hollow) self-confidence. This is why I balk at the idea of self-esteem whenever I encounter it. Self-confidence is earned. Self-esteem is a poor filler for insecurity at best, and a veneer over pride at worst

      • leon

        huh. I’ve never really thought about it that way, but i like it.

      • DEG

        Seconded.

      • Yusef drives a Kia

        Thirded

      • Rebel Scum

        Yup.

      • Fatty Bolger

        What you’re describing is classic “motte-and-bailey” argument.

      • R C Dean

        Yup. Its a waste of time to engage with them for many reasons, but one of them is that they are literally speaking a different language. Not only do the same sounding words mean different things, they have “new” words that function as shibboleths to identify the in-group. Normies say “man”; hard core proggies say “cis-het male”.

      • SUPREME OVERLORD trshmnstr

        this. I’m not mad that words have changed meanings (or meanings have changed words?). I’m mad that there’s a concerted attempt to skinsuit a lot of words in order to repurpose them for the Marxist revolution. Words with negative connotations will be dumbed down until they apply to anybody who isn’t Marxist. Words with positive connotations will be redefined to carry latent Marxist meanings.

      • Chipwooder

        Oh my god, I had some very irritated arguments with people about that “abolish doesn’t really mean absolish” horseshit. Fuck you if you’re so sloppy and inaccurate with your language – be precise with your words or shut your fucking mouth.

      • R C Dean

        “I’m just taking you at your word. If you don’t mean “abolish”, why do you keep saying “abolish”?”

        See, also, “open borders”.

      • leon

        I’m not sure. I think some really do mean “open borders” as in, there should be no border and anyone who can cross the non-existent border should be made full citizens with full rights.

        For example, when Bernie sanders says “Health care is a human right”, and that anyone who comes to America should get healthcare, i don’t quite get why “getting to America” matters. If it is a human right, and anyone should get it regardless of citizenship status, why would we limit it only to a geographic area?

  38. R C Dean

    Many thanks for the kind words. I do a lot of writing to clarify my own thinking. For this post, the last bit on bigness wasn’t really in my head until I got to that point.

    I’ve got another one in the hopper on masks. Written pretty much to check my own confirmation bias, to tell you the truth.

    • DEG

      I’ve got another one in the hopper on masks. Written pretty much to check my own confirmation bias, to tell you the truth.

      Regardless of why you wrote it, I look forward to seeing it.

    • mexican sharpshooter

      I don’t think observing CA daily infection rates rising dramatically in June when they implemented mask mandates and lockdowns in March (never lifting either) is confirmation bias.

  39. Stinky Wizzleteats

    Susan Rice is divesting her Netflix stock. It’s going to be her:

    http://acecomments.mu.nu/?post=389514

    Crooked as hell, liar, warmonger, and Russiaphobe. Wonderful…at least she’s marginally sane though.

    • SUPREME OVERLORD trshmnstr

      In a sane world, the whole current/soon-to-be democrat presidential ticket would be under indictment for crimes relating to spying on the Trump campaign right now.

    • leon

      I was (in a watching a train wreck fashion,) kinda hoping for Kamala, because i think she would be an utterly terrible pick.

      But then i would remember i’m on the train, and in no situation do i want Kamala that close to the presidency, even as a failed VP pick.

    • Chipwooder

      I don’t get this one. Her name recognition is pretty weak, she’s never run for any office, she was a key part of the spying on the Trump campaign, she’s on camera saying ridiculous things like Benghazi was caused by a YouTube video and Bowe Bergdahl served honorably. Aside from being a black woman, I’m not really seeing what it is that she purportedly adds to the ticket.

      • leon

        This way, if it comes out that she is being investigated for her CYA email, then they can say that Trump is just continuing his pattern of using his powers to prosecute and investigate his political enemies. (and it will be said without even a understanding of the Irony).

      • Rebel Scum

        Aside from being a black woman

        To the racist ant-racist left, this is a qualification and it is all that matters.

      • Fatty Bolger

        I’m not really seeing what it is that she purportedly adds to the ticket.

        She and Biden have the same handlers.

    • R C Dean

      Putting someone up to their eyeballs in the attempted coup on the ticket is a bold move. Her bald-faced lying on Benghazi will also be fodder for some brutal commercials, I expect.

      • Gustave Lytton

        Assuming the commercials be allowed to be shown. Or the cucks don’t pull their punches.

      • Rebel Scum

        Trump’s team doesn’t seem to pull their punches, but I wouldn’t be surprised if the social platforms censor Trump campaign material.

      • leon

        Twitter et. al Censoring it will only be a Streisand effect, and cause more people to share it.

    • mexican sharpshooter

      If he goes with her that probably means they will just portray anything in the Durham investigation she may be implicated, as purely political.

      I suppose they were going to do that anyways.

      • SUPREME OVERLORD trshmnstr

        “Today, SCR experienced the violent and totalitarian behavior of the unhinged Stanford left,” the organization declared, aping the president’s description of Democrats. Trump, who in 2016 urged his supporters to “knock the crap out of” protesters, has taken to vilifying his opponents as violent and unhinged.

        TMITE

      • leon

        They should call out that jorunalist for being a racist, and saying “aping”

  40. hoof_in_mouth

    I break my issues with corps into 3 parts:
    – bigness/consolidation reduces competition and increases returns without increasing wages and stifles innovation
    – insiders and interlocking boards create a mismatch between risk and compensation and divert away revenue that could become profit or wages
    – employees and communities ARE stakeholders in a corporation, making big non-portable investments that support them, so the idea that the only thing that matters are common stockholders (actually institutional funds) and lenders is insufficient. Not sure on the best way to capture or administer this interest but pretending it doesn’t exist enables predatory behavior.

  41. Gustave Lytton

    I hold no truck with actual animal cruelty but the nature worship is just sickening

    https://www.oregonlive.com/news/2020/08/oregon-man-arrested-for-intentionally-running-down-six-pronghorn-antelope-with-pickup-truck.html

    TODAY!
    “When people poach, they steal from all of us,” Shaw said in a statement. “Coming across a herd of pronghorns is a once-in-a-lifetime experience that most Americans would hold as a treasured memory. Instead, a poacher has robbed the animals of their lives and everyone else of the experience.”

    Reality

    his hatred for the animals stemmed from a previous crash his father-in-law had with an antelope

    Wild animals are as much of a menace as they are a resource.

    • leon

      I’ve seen quite a few pronghorn, and I’ll tell you, that the ones I’ve seen, don’t seem to give a damn about you and your 2.5 ton truck whizzing past them.

      (not that you should intentionally run over them, just that either they have big balls, are are mentally deficient.)

  42. mexican sharpshooter

    I’m mostly ambivalent over corporations. Too often where I find they are too “powerful“ after a bit of research I find it was some legislation that enabled it somehow.

    Good read. Thanks, RC.

  43. kinnath

    For a change of pace: Good Dog!

    • Yusef drives a Kia

      I love the internet!
      Good Dog indeed,

  44. CPRM

    We need to tackle Nonprofits before we can even think corps.

    On that note.

    On Tuesday, the Los Angeles Times, citing a decade-old financial disclosure form, reported that Bass got a considerable boost to her income in 2010 by collecting consulting fees from a nonprofit that she founded, in 1990, before entering government. The group, called Community Coalition, had previously received donations from her state assembly campaign committee.
    Bass denied any suggestion of wrongdoing and told the paper that her consulting income, though paid by the Community Coalition, had been tied to outside grants and not contributions from her own campaign coffers.

    • Gustave Lytton

      The grain of truth in the NRA dissolution lawsuit is that it and many other orgs are structured to provide comfortable remuneration to those at the top. Doesn’t have to be cash if many of your daily and capital expenses are taken care of for you.

    • leon

      hah. And here I thought money was fungible.

  45. egould310

    Ever feel like you were stuck in glue? Like you just. can’t. get. a. project. done?

    And to everybody else in the world, it’s the most important thing ever and why is it taking so long snd we’re pissed and sending emails to your boss and your boss’ boss?!?!

    • SUPREME OVERLORD trshmnstr

      *continues procrastinating here instead of working on project that should have been done months ago, but is just dragging on*

      • DEG

        #metoo

    • kinnath

      The last ten percent is half the work.

  46. leon

    Susan Rice, believed to be a top contender to be Joe Biden’s vice presidential running mate, has sold a significant proportion of the Netflix Inc. shares she has acquired since becoming a company director in May 2018.

    Man… I want to know what was going on between Netflix and the Obama Admin, cause they seemed to gobble them all up to give them positions. Guess the Net Neutrality deal (that ended up being a bust) wasn’t cheap.

  47. hayeksplosives

    The nepotism in US politics is third-worldian in nature. Once these guys get in, their relatives appear, whether in the public eye or in some other govt graft position.
    Chelsea Clinton obviously incompetent; Hunter Biden corrupt and incompetent; the trump clan along for the ride (not sure where their money comes from); Gavin Newsom thanks to Nancy; Cuomo boys; Michelle O back in Chicago when she was getting $300k a year for a no-show hospital board job.

    This is part of what makes it tough to take US democracy seriously.

    • Ted S.

      I forget who it was here that I saw calling the Kennedys the Kardashians of the 60s.

  48. hayeksplosives

    To add to tax pet peeves above (such as double taxation, property taxes) I offer this: taxes passed by tying them to a specific purpose, then grabbing the new money for the general fund anyway.

    Need to raise taxes for school buses for these kids. What? COVID cancelled school? Then I get a partial refund right?

    Money was for roads, then goes to build light rail. Etc.

  49. Ted S.

    Cool links, bro.

    • R C Dean

      Err, you’re welcome?