ABSTRACT

To overcome the conceptual problem, the shareholders elect directors to undertake this role for them. Under UK law, all directors in all companies are subject to periodic re-election, although the terms of tenure of their posts may differ between public and private companies. There are a number of problems with bonus systems – not least that the managers are usually the architects and designers of the bonus system and are advised by professional specialists who are themselves dependent upon growing the overall value of the managerial cadre so that they can charge more for their own services. The corporate managerial emphasis now placed on ‘image’, fostered by the shallow precepts of ‘corporate citizenship’, means that companies and their managers are often prepared to dissemble about matters that are now considered to be reputationally significant (in order to maintain a ‘clean image’).