Easier Said Than Done? A Corporate Law Theory for Actualizing Social Responsibility Rhetoric

Post Enron has witnessed renewed concern regarding corporations’ failure to behave responsibly, both in terms of their ethical responsibility and in terms of their responsibilities to advance issues beyond financial matters, such as those that impact employees, customers, and the broader community. Many scholars, legislators, and members of the business community have struggled to find strategies for restoring corporate responsibility. This Article argues that a corporation’s own words or rhetoric may be useful in solving its behavioral defects. In fact, the vast majority of corporations issue statements or otherwise engage in rhetoric that suggest a commitment to issues and concerns beyond financial matters. Most people dismiss this rhetoric as meaningless speech, and as a result there has been very little attempt to analyze its relevance to corporate conduct. This Article insists that such dismissals are shortsighted. First, by critically examining the available empirical evidence, this Article demonstrates that corporate rhetoric has a greater connection to corporate behavior than most would presume. Second, this Article draws on social psychology literature to illuminate how corporate rhetoric on responsibility can be used strategically to increase the likelihood that corporations will engage in behavior consistent with that rhetoric. By highlighting the behavioral significance of corporate rhetoric, this Article offers a unique and novel solution to the problem of corporate irresponsibility