This chapter examines particular instances of counter-governance and examines a variety of methods by which managers try to push the drag of costs that inhibit the pursuit of shareholder wealth on to other stakeholders:

• market abuse: cartels;

• market abuse: concealment of information;

• other forms of abuse: environmental crime;

• other forms of abuse: pension funds.

Introduction

The previous chapter concentrated on issues of the decay of three main types of corporate governance which brought about damage to the company because of the lack of support produced by integration of the concepts of governance. It also looked at the dual ethics argument which suggests that the culture of successful companies discards the more restrictive behaviour of transparent fair dealing in return for the advantages conferred by behaviour dictated by the pursuit of shareholder value. This chapter considers some examples of how this behaviour can lead to illegality on the part of companies and their managers and the part played by conventional governance theories in providing no barrier to this since their governance prescriptions are based on the perfect market theories of classical economics. This results in the abuse of the conceptual underpinnings of good governance – often more commonly known by the less technical title of greed. However, it would be incorrect to label all such activity in this way, as will be shown the use of the techniques employed in some instances is a response to the chaotic conditions brought about by the theoretical underpinnings of the concept of the perfect market on which the traditionalist theories of corporate governance rest. Managers are often compelled to pursue such strategies not because they are evil but because the market – shareholders – apparently require it.