Does democracy control business, or does business control democracy? This study of how companies are bought and sold in four countries - France, Germany, Japan, and the Netherlands - explores this fundamental question. It does so by examining variation in the rules of corporate control - specifically, whether hostile takeovers are allowed. Takeovers have high political stakes: they result in corporate reorganizations, layoffs, and the unraveling of compromises between workers and managers. But the public rarely pays attention to issues of corporate control. As a result, political parties and legislatures are largely absent from this domain. Instead, organized managers get to make the rules, quietly drawing on their superior lobbying capacity and the deference of legislators. These tools, not campaign donations, are the true founts of managerial political influence.
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"Quiet Politics is a roaring affirmation of the intellectual power that is generated by combining impressive theoretical sophistication with enormous empirical depth and great political acumen. These days, our debates about the politics of capitalism are noisy and shallow. All serious students of political economy will benefit from some quiet hours chewing on and digesting the intellectual feast that this book offers."
-Peter J. Katzenstein, Cornell University
"Professor Culpepper's insightful analysis exposes a hidden dynamic that shapes takeover regulation in a diverse group of capitalist democracies: managers make the rules while politicians are not watching. Quiet Politics will change how readers think about the buying and selling of companies, and the process of regulating the market for corporate control."
-Curtis J. Milhaupt, Columbia Law School
"Why did some markets for corporate control become more active with financial globalization than others? Even though country specialists may disagree on some details in each country study, none can afford to ignore the larger message of this book. Culpepper correctly identifies the business interest as a critical ingredient in explaining differences in hostile takeover mechanisms across countries."
-Ulrike Schaede, University of California, San Diego
"This is a deeply challenging and provocative book, with implications for the study of the interrelationship of advanced capitalism and democratic politics far wider than just for corporate governance - interesting and important though Culpepper's analyses are of the changing regulatory frameworks of the markets for corporate control in France, Germany, Japan and the Netherlands. Culpepper argues with detailed empirical plausibility that democracy can only impose change in technical policy debates if they are of high salience - otherwise business wins, and especially in areas of relatively informal regulation. Culpepper thus shows how governments can sometimes win but how business normally does. A subversive and very illuminating book to stir up comparative political economy."
-David Soskice, University of Oxford and Duke University
"Top managers rarely own more than a fraction of a country's large stock companies, but they consistently shape the ownership rules and day-to-day practices that govern our large corporations. Pepper Culpepper illuminates this inescapable reality and advances an elegant theory of managerial power. Quiet Politics opens an important new arena in the political workings of advanced market economies."
-J. Nicholas Ziegler, University of California, Berkeley
-Peter J. Katzenstein, Cornell University
"Professor Culpepper's insightful analysis exposes a hidden dynamic that shapes takeover regulation in a diverse group of capitalist democracies: managers make the rules while politicians are not watching. Quiet Politics will change how readers think about the buying and selling of companies, and the process of regulating the market for corporate control."
-Curtis J. Milhaupt, Columbia Law School
"Why did some markets for corporate control become more active with financial globalization than others? Even though country specialists may disagree on some details in each country study, none can afford to ignore the larger message of this book. Culpepper correctly identifies the business interest as a critical ingredient in explaining differences in hostile takeover mechanisms across countries."
-Ulrike Schaede, University of California, San Diego
"This is a deeply challenging and provocative book, with implications for the study of the interrelationship of advanced capitalism and democratic politics far wider than just for corporate governance - interesting and important though Culpepper's analyses are of the changing regulatory frameworks of the markets for corporate control in France, Germany, Japan and the Netherlands. Culpepper argues with detailed empirical plausibility that democracy can only impose change in technical policy debates if they are of high salience - otherwise business wins, and especially in areas of relatively informal regulation. Culpepper thus shows how governments can sometimes win but how business normally does. A subversive and very illuminating book to stir up comparative political economy."
-David Soskice, University of Oxford and Duke University
"Top managers rarely own more than a fraction of a country's large stock companies, but they consistently shape the ownership rules and day-to-day practices that govern our large corporations. Pepper Culpepper illuminates this inescapable reality and advances an elegant theory of managerial power. Quiet Politics opens an important new arena in the political workings of advanced market economies."
-J. Nicholas Ziegler, University of California, Berkeley
Book Description
The rules governing hostile takeovers have been fiercely contested since the 1990s, but such struggles rarely took place in parliaments. This book studies these political battles in four countries - France, Germany, Japan, and the Netherlands. Whether managers wanted to maintain the rules preventing hostile takeovers depended on the strength of unions in the workplace. In countries where unions were strong, managers preferred to keep the rules; elsewhere, they abandoned them. Regardless, managerial groups always won these political battles.
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