Dodge v. Ford (1919) and the Doctrine of "Shareholder Primacy"

Once upon a time, a man named Henry Ford found himself with an extra $60 million of capital, and decided it was in the best long-term interest of Ford Motor Company to reinvest that surplus back into the corporation -- hiring more workers, increasing their wages, and lowering the price of the products for consumers.

But brothers John and Horace Dodge, stockholders who owned 10% of Ford company shares, didn't like Henry's decision. It interfered with their short-term profits. So they sued him.

In Dodge v. Ford (1919), a landmark case decided 102 years this month, the Michigan Supreme Court held that Henry Ford could not lower consumer prices and raise employee salaries.

As Chief Justice Russell Ostrander stated in his opinion:

"A business corporation is organized and carried on primarily for the profit of the stockholders. The powers of the directors are to be employed for that end. The discretion of directors is to be exercised in the choice of means to attain that end, and does not extend to a change in the end itself, to the reduction of profits, or to the non-distribution of profits among stockholders in order to devote them to other purposes..."

And thus began the obscene doctrine known as  "stockholder primacy" 

It's important to understand that before corporations became "people" (Santa Clara County v. Southern Pacific Railroad, 1886), a corporation was simply a TEMPORARY CHARTER (with an average life span of 20 years), whose primary purpose was to BENEFIT THE COMMUNITY in which it operated. If it did not demonstrate a benefit to the community, the charter could be revoked.

Now, corporate personhood and stockholder primacy have transformed the corporation into an immortal "person" with inalienable constitutional rights -- but whose ONLY obligation is to the short-term profit interests of shareholder.

Deep systemic change is the only way we can get out from under the tyranny of corporate rule. And the only way to get that deep systemic change is to build a movement! Help us to to that by sharing our petition today! Can you get 5 signatures?

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