Abstract
Despite the prevalence of corporate change in the last decade, researchers have not examined whether a change occurred in the corporate form. The analysis here presents a historical case study of a large U.S. corporation and quantitative data on the largest 100 U.S. industrial corporations. The case study examines the effects of changing economic conditions and state business policy on the corporate form. This study demonstrates that the corporation changed to a multilayered subsidiary form (MLSF): a corporation with a hierarchy of two or more levels of subsidiary corporations with a parent company at the top of the hierarchy operating as a management company. Whereas rising debt and increasing competition in the 1970s and 1980s undermined corporations' capacity to accumulate capital, changes in state business policy in the mid-1980s provided the political-legal structure for corporations to restructure their assets as subsidiary corporations tax free. Changes in state business policy also provided a means for corporations to merge, acquire, and spin-off subsidiary corporations tax free. Quantitative data on the 100 largest U.S. industrial corporations show that while the multidivisional form decreased, the MLSF increased between 1981 and 1993. Findings support a capital dependence framework. The MLSF constructs liability firewalls among corporate entities and creates internal capital markets, reducing dependence on external capital markets.
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REFERENCES
Akard, Patrick 1992 “Corporate mobilization and U.S. economic policy in the 1970s.” American Sociological Review, 57:597–615.
Aldrich, Howard and Jeffrey Pfeffer 1976 “Environments of organizations.” Annual Review of Sociology, Vol. 2. Palo Alto, CA: Annual Review.
Allison, John, Robert Prentice, and Rate Howell 1991 Business Law. Chicago: The Dryden Press.
Armour, Henry and David Teece 1978 “Organizational structure and economic performance: A test of the multidivisional hypothesis.” The Bell Journal of Economics 9:106–122.
Attewell, Paul 1987 “Big brother and the sweatshop.” Sociological Theory 5:87–99.
Barnet, Richard and John Cavanagh 1995 Global Dreams. New York: Simon & Schuster.
Beetham, David 1987 Bureaucracy. Minneapolis: University of Minnesota Press.
Benson, Kenneth 1977 “Innovation and crisis in organizational analysis.” The Sociological Quarterly, 18:3–16.
Blumberg, Phillip 1985 The Law of Corporate Groups. Boston: Little, Brown and Company.
Bonbright, James and Gardiner Means 1932 The Holding Company. New York: Augustus M. Kelley Publishers.
Bowles, Samuel and Richard Edwards 1985 Understanding Capitalism. New York: Harper and Row.
Bowles, Samuel, David Gordon and Thomas Weisskopf 1983 Beyond the Wasteland. New York: Anchor Press.
Carroll, Glenn 1985 “Concentration and specialization: Dynamics of niche width in populations of organizations.” American Journal of Sociology 90:1262–1283.
Cavitch, Zolman and Matthew Cavitch 1995 Tax Planning For Corporations and Shareholders. Second edition. New York: Matthew Bender & Co., Inc.
Chandler, Alfred 1962 Strategy and Structure. Cambridge: The MIT Press.
1977 The Visible Hand. Cambridge: Belknap-Harvard University Press.
1990 Scale and Scope. Cambridge: Belknap-Harvard University Press.
1991. “Corporate strategy and structure: Some current considerations.” Society March/April: 35–38.
Coffee, John, Jr. 1988 “Shareholders versus managers.” In John Coffee, Lowenstein and Susan Rose-Ackerman (eds.), Knights, Raiders and Targets: 194–210. New York: Oxford University Press.
Davis, Gerald, Kristina Diekmann, and Catherine Tinsley 1994 “The deinstitutionalization of the conglomerate firms in the 1980s.” American Sociological Review 59:547–570.
DiDonato, Donna, Davita Silfen Glasberg, Beth Mintz, and Michael Schwartz 1988 “Theories of corporate interlocks.” Research in the Sociology of Organizations 6:135–157.
DiMaggio, Paul and Walter Powell 1983 “The iron cage revisited.” American Sociological Review 48:147–60.
Dun & Bradstreet 1982, America's Corporate Families: Billion
1993, 1994 Dollar Directory. Parsippany, NJ: Dun & Bradstreet.
Fligstein, Neil 1985 “The spread of the Multidivisional form among large firms, 1919–1979.” American Sociological Review, 50:377–391.
1990 The Transformation of Corporate Control. Cambridge, MA: Harvard University Press.
Forest, Stephanie Anderson, Greg Burns, and Gail DeGeorge 1995 “The whirlwind breaking up companies.” Business Week August 14:44.
Glasberg, Davita Silfen and Michael Schwartz 1983 “Ownership and control of corporations.” Annual Review of Sociology 9:22–32.
Gordon, David 1980 “Stages of accumulation and long economic cycles.” In Terrance Hopkins and Immanuel Wallerstein (eds.), Processes of the World System: 9–45. Beverly Hills, CA: Sage Publications.
Gordon, David, Richard Edwards, and Michael Reich 1982 Segmented Work, Divided Workers. Cambridge, MA: Cambridge University Press.
Grant, Don Sherman II and Michael Wallace 1994 “The political economy of manufacturing growth and decline across the American States, 1970–1985.” Social Forces 73:33–63.
Greider, William 1987 Secrets of the Temple. New York: Simon & Schuster.
Hall, Richard 1963 “The concept of bureaucracy.” American Journal of Sociology 69:32–40.
Haney, Lewis 1920 Business Organization and Combination. New York: Macmillian Company.
Hannan, Michael and John Freeman 1989 Organizational Ecology. Cambridge, MA: Harvard University Press.
Herman, Edward 1981 Corporate Control, Corporate Power. New York: Cambridge University Press.
Hernes, Gudmund 1976 “Structural change in social process.” American Journal of Sociology 82:513–547.
Hirsch, Paul 1993 “Undoing the managerial revolution?” In Richard Swedberg (ed.), Explorations in Economic Sociology: 145–157. New York: Russell Sage Foundation.
Hsu, Cheng-Kuang, Robert Marsh and Hiroshi Mannari 1983 “An examination of the determinants of organizational structure.” American Journal of Sociology 88:975–996.
Johnson, H. Thomas and Robert Kaplan 1991 Relevance Lost. Boston, MA: Harvard Business School Press.
Kotz, David, Terrence McDonough, and Michael Reich 1994 Social Structures of Accumulation. Cambridge, MA: Cambridge University Press.
Lazonick, William 1991 Business Organization and the Myth of the Market Economy. Cambridge: Cambridge University Press.
Marx, Karl 1977 Capital, Vol. I. (1887) New York: Vintage Books.
McDonough, Terrence 1994 “Social structure of accumulation, contingent history, and stages of capitalism.” In Kotz, David, Terrence McDonough, and Michael Reich (eds.), Social Structures of Accumulation: 72–84. Cambridge, MA: Cambridge University Press.
Meyer, John and Brian Rowan 1977 “Institutional organizations.” American Journal of Sociology 83:340–363.
Mintz, Beth and Michael Schwartz 1985 The Power Structure of American Business. Chicago: University of Chicago Press.
Mizruchi, Mark and Linda Brewster Stearns 1994 “A longitudinal study of borrowing by large American corporations.” Administrative Science Quarterly 39:118–140.
New York Times 1996 “German spinoff for Grace's dialysis unit.” February 5:C2.
Palmer, Donald, P. Devereauz Jennings, and Xueguang Zhou 1993 “Late adoption of the multidivisional form by large U.S. corporations.” Administrative Science Quarterly 38:100–131.
Pfeffer, Jeffrey and Gerald Salanick 1978 The External Control of Organizations. New York: Harper & Row.
Pfeffer, Jeffery and Husein Leblebici 1973 “The effect of competition on some dimensions of organization structure.” Social Forces, 52:776–790.
Piore, Michael and Charles Sabel 1984 The Second Industrial Divide. New York: Basic Books.
Porter, Michael 1987 “From competitive advantage to corporate strategy.” Harvard Business Review, 65(3):43–59.
Prechel, Harland 1986 Capital Accumulation and Corporate Rationality: Organizational Change in an American Steel Corporation. Dissertation Abstracts. University of Kansas, Lawrence.
1990 “Steel and the state: Industry politics and business policy formation, 1940–1989.” American Sociological Review 55:648–668.
1991 “Irrationality and contradiction in organizational change: transformation in the corporate form of a U.S. steel corporation, 1930–1987.” The Sociological Quarterly 32:423–455.
1994a “Economic crisis and the centralization of control over the managerial process.” American Sociological Review 59:723–745.
1994b “Restructuring the corporate form: The emerging multisubsidiary form, 1980–1993.” Grant proposal (SBR-9421371) submitted to the National Science Foundation, July.
1996 “Corporate form and the state: Business policy and change from a divisional to a subsidiary form.” Sociological Inquiry 67:151–174.
Prechel, Harland and John Boies 1994 “From the multidivisional to the multisubsidiary form: Restructuring the corporation.” Paper presented at the American Sociological Association, August (Los Angeles).
Forth-coming “Political and economic embeddedness, capital dependence, financial risk, and change from the multidivisional to the multilayered subsidiary form.” Sociological Forum.
Rae, Jhn 1984 The American Automobile Industry. Boston, MA: Twayne Publishers.
Roy, William 1981 “The vesting of interests and the determinants of political power.” American Journal of Sociology 86:1287–1310.
1991 “The organization of the corporate class segment of the U.S. capitalist class at the turn of this century.” In Scott McNall, Rhonda Levine and Rick Fantasia (eds.), Bringing Class Back In: 139–164. Boulder CO: Westview Press.
Rumelt, Richard 1974 Strategy, Structure, and Economic Performance. Chicago: Rand McNally.
Staples, William 1987 “Technology, control, and the social organization of work at a British Hardware Firm, 1791–1891.” American Journal of Sociology 93:62–88.
Stearns, Linda Brewster 1990 “Capital market effects on external control of corporations.” In Sharon Zukin and Paul DiMaggio (eds), Structures of Capital: 175–202. Cambridge: Cambridge University Press.
Stearns, Linda Brewster and Kenneth Allan 1996 “Economic behavior in institutional environments: The corporate merger wave of the 1980s.” American Sociological Review 61:699–718.
Stockman, David 1986 The Triumph of Politics. New York: Harper & Row.
Sweezy, Paul 1970 The Theory of Capitalist Development. (1942) New York: Monthly Review.
Temin, Peter, ed. 1991 Inside the Business Enterprise. Chicago: University of Chicago Press.
The Outlook 1986 “Partial spinoffs enhance shareholder value.” Standard & Poors, November 12:483–485.
1987 “Beneficiaries of lower taxes.” New York: Standard & Poors, August 26:600–601.
Tilly, Charles 1981 As Sociology Meets History. New York: Academic.
Useem, Michael 1993 Executive Defense. Cambridge, MA: Harvard University Press.
Warriner, Charles 1984 Organizations and Their Environments. Greenwich, CN: JAI Press.
Wall Street Journal 1994 “RJR's folksy fixer will try to help borden.” September 13:B1.
1995a “Mergers and acquisitions set records, but activity lacked that '80s pizazz.” January 3:R8.
1995b “Smith corona files under chapter 11.” July 6:C11.
1995c “Kimberly-Clark to acquire scott paper in stock deal valued at about $6.8 billion.” July 17:A3.
1995d “Merger wave won't create debt swamp.” August 2:A2.
Weber, Max 1949 The Methodology of the Social Sciences. New York: The Free Press.
Whetton, David 1980 “Sources, responses and effects on organizational decline.” In John Kimberly, Robert Miles, and Associates (eds.), The Organizational Life Cycle: 342–376. San Francisco: Jossey-Bass.
Willens, Robert 1988 “The Revenue Act of 1987: Why companies can breath easier.” Journal of Accountancy March: 22–29.
Williamson, Oliver 1975 Markets and Hierarchies. New York: The Free Press.
1985 The Economic Institutions of Capitalism. New York: The Free Press.
Zald, Mayer 1970 “Political economy: A framework for comparative analysis.” In Mayer Zald (ed.), Power in Organizations: 221–261. Nashville, TN: Vanderbilt University Press.
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Prechel, H. Corporate Transformation to the Multilayered Subsidiary Form: Changing Economic Conditions and State Business Policy. Sociological Forum 12, 405–439 (1997). https://doi.org/10.1023/A:1024677227748
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DOI: https://doi.org/10.1023/A:1024677227748