How can a publicly traded corporation lower the chances that key managers will pursue their own interests at the expense of the stockholders? At the expense of the employees?

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It is natural that people pursue their own self-interest. Most people working on any level in for-profit corporations are doing so to make money and develop their careers; their primary interest is themselves, rather than the good of the company as a whole. Given this, the first imperative is to ensure that the self-interest of upper management aligns with the good of the company as a whole and the second is to put in place mechanisms that limit the ability of executives to act in ways that benefit them and harm the company.

Performance-based pay and mechanisms such as stock options were originally put in place to align the self-interest of management and the company's bottom line. The problem is that many of these incentives were tied to short term stock prices rather than long term corporate health. Stock buy backs are particularly notorious in this way in that they can increase the immediate value of stock but are a far less productive use of corporate cash than research and development, in some ways spending, or if financed by debt, mortgaging away a company's future. Performance based compensation should be on a long term time scale, with rules forbidding exercise of stock options for significant periods such as five years.

Stronger oversight is important. Next, strictly independent boards, including workers, academics, and experts with no ties to management should evaluate executive compensation and major decision making. Auditing firms should also be rotated frequently and not have links with consulting firms that profit from repeat business from a company in order to ensure independence. Stronger government regulation is also important.

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