Daniel Dalton

This paper discusses legal and ethical issues related to genetic screening. It is argued that persons identified with actual or perceived deleterious genetic markers are protected by the American with Disabilities Act of 1990 and the Civil Rights Act of 1991, if members of a protected group, regardless of whether or not they are currently ill. However, legislation may not protect all employees in all scenarios, in which case, ethical principles should guide decision-making. In doing so a model of preventive ethics is proposed to better understand the multiple levels on which this issue resides.

This study of major corporations (n=481) provides an empirical assessment of the effects of several corporate governance variables (CEO duality, boards of director composition, officers and directors common stock holdings, institutional common stock holdings, number of majority owners) on the adoption of so-called severance agreements. A discriminant analysis indicates a significant multivariate function. Wilks lambda univariate analyses suggest that the percentage of common stock held by owners and directors and number of majority stock holders are the more robust discriminators.

Some would argue that the more promising areas of business ethics research are "sensitive." In such areas, it would be expected that subjects, if inclined to respond at all, would be guarded in their responses, or respond inaccurately. We provide an introduction to an empirical approach -- the unmatched block count (UCT) -- for collecting these potentially sensitive data which provides absolute anonymity and confidentiality to subjects and "legal immunity" to the researcher. Interestingly, under UCT protocol researchers could not divulge subjects' responses even if they were inclined to do so. Beyond that, UCTs provide complete disclosure to subjects and there is no deception.

Some would argue that the more promising areas of business ethics research are "sensitive." In such areas, it would be expected that subjects, if inclined to respond at all, would be guarded in their responses, or respond inaccurately. We provide an introduction to an empirical approach -- the unmatched block count (UCT) -- for collecting these potentially sensitive data which provides absolute anonymity and confidentiality to subjects and "legal immunity" to the researcher. Interestingly, under UCT protocol researchers could not divulge subjects' responses even if they were inclined to do so. Beyond that, UCTs provide complete disclosure to subjects and there is no deception.

Federal legislation (the Employee Polygraph Protection Act) adopted in 1988 prohibits virtually all private sector employers from requiring or requesting preemployment polygraph examinations for prospective employees. Since then, written integrity testing designed to reliably distinguish those prospective employees who may steal from the company from those who are far less likely to do so has been something of a growth industry. Indeed, the American Psychological Association has recently noted that honesty tests have demonstrated useful levels of validity as an employee selection measure. We provide an alternative perspective. We argue that, even under the most charitable of assumptions, the propensity of integrity tests to generate false positives (i.e., to identify prospective employees as potential thieves when, in fact, they are not) is unsuitably large. Thus, the integrity test as currently configured is largely without merit as a personnel selection device.

The United States Sentencing Commission’s guidelines for the sentencing of organizations found guilty of violating federal laws recently became effective. Dramatically increased penalties are possible under these gudelines, but so too is a substantial reduction in the penalties imposed on organizations that have an effective program in place to prevent and detect violations. This provides corporations with a tremendous new incentive in inaugurate organizational ethics audits both to avoid violations in the first instance and to reduce the penalty imposed in the event that a violation occurs. We argue, however, that there have always been very good reasons for organizations to conduct such audits, which emphasize the identification of the organizational factors that create incentives for unethical behavior. Corporate ethics programs initiated without reference to such factors cannot reasonably be expected to be effective in improving a company’s internal ethical environment.

Director compensation can potentially represent an ethical minefield. When faced with supporting strategic decisions that can lead to an increase in director pay, directors may consider their own interests and not solely those of the shareholders to whom they are legally bound to represent. In such cases, directors essentially become agents, rather than those installed to protect principals (shareholders) from agents. Using acquisitions as a study context, we employ a matched-pair design and find a statistically significant difference in outside director compensation between acquiring and control firms. Outside directors of acquiring firms earn more than twice as much as their counterparts in the matched-sample.

Abstract:This paper examines two recent trends relative to boards of directors’ compensation, and their potential incompatibility. There has been some progress in increasing board diversity, specifically the inclusion of women and minorities on boards. The increasing trend requiring directors to hold/purchase equity as a requirement of board membership may seriously compromise further improvements in diversifying boards. Also, an increasing number of companies compensate directors partially or fully in stock grants and options. These compensation policies may be exclusionary, especially for women and minorities, impacting the quality of boardroom discussions and decisions. This study systematically examines whether corporations requiring director equity are exclusionary toward women and minority directors. Contrary to being exclusionary, companies with director stock requirements and annual stock awards have greater representation by women and minorities on their board. Moreover, larger companies are both more likely to have such policies and have higher proportions of women and minorities on the board.