Blair reviews how the governance of
public corporations in the U.S. is supposed to work, in theory and by law. She
compares the traditional economic rationale for corporate governance structures,
which stress shareholder and/or management models of control. Then, she posits a
more broadly based stakeholder model, based on a reexamination of the basic wealth
creating purpose of the corporate form. Building on trends which note the declining
cost of capital, relative to total production costs, and the increasing significance
of investments in firm-specific human capital, Blair makes several recommendations
concerning how corporate governance systems might evolve to enhance long-term wealth
creation for all parties. Her critical analysis contains many insights which deserve
wide circulation and debate.