Kirk Ludwig

Corporations have often been taken to be the paradigm of an organization whose agency is autonomous from that of the successive waves of people who occupy the pattern of roles that define its structure, which licenses saying that the corporation has attitudes, interests, goals, and beliefs which are not those of the role occupants. In this essay, I sketch a deflationary account of agency-discourse about corporations. I identify institutional roles with a special type of status function, a status role, in which the collectively accepted function is expressed in part through its occupier’s intentional expression of her agency in that role. I identify institutions as systems of status roles and show how this is compatible with seeing the agency of institutions generally, even over time periods in which there is complete change in role occupiers, as a matter of the contributions only of individual agents. I explain how the reduction of the institution to its members is compatible with its potentially having had a completely different membership. I show in the case of the corporation in particular that, once we see its origins and function, the surface features of legal discourse about corporate agency are misleading and are compatible with a deflationary account of corporate agency. I show in connection with this that the corporation is to be identified with its shareholders, and that where a corporation separates ownership and control, its managers and employees are proxy agents of the shareholders doing business under the corporate form. Finally, I canvass the legitimate ways of construing ordinary talk about corporate intention, belief, and so on, in light of this, none of which support the attribution of genuine agency or intentionality to any group per se associated with the corporation.

Social externalism is the view that the contents of a person's propositional attitudes are logically determined at least in part by her linguistic community's standards for the use of her words. If social externalism is correct, its importance can hardly be overemphasized. The traditional Cartesian view of psychological states as essentially first personal and non-relational in character, which has shaped much theorizing about the nature of psychological explanation, would be shown to be deeply flawed. I argue in this paper that social externalism faces insuperable difficulties. The first difficulty is that if syntax and semantics are independent, then social externalism is committed to the absurd consequence that many people have beliefs with formally inconsistent contents. I argue none of the possible responses to this objection are plausible. The second difficulty is that if syntax and semantics are independent, then social externalists are committed to a contradiction. After raising and defending these objections, I identify what I think is the underlying flaw in the social externalist position, a failure to pay attention to the structure of communication intentions, and briefly indicate how to neutralize the linguistic evidence social externalists advance in favor of their view.