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Corporate Kleptocracy

Corporate Kleptocracy

Investopedia / Michela Buttignol

Definition

Corporate kleptocracy describes the greed of corporate executives who use underhanded tactics to siphon off wealth at the expense of sh🌞areholders.

澳洲幸运5开奖号码历史查询:

Corporate kleptocracy is a phrase that describes the greed of corporate executives who use underhanded tactics to siphon off wealth at the expense of shareholders.

The phrase came into being as part of a report that accused ex-Hollinger CEO Conrad Black and his associates of allegedly 澳洲幸运5开奖号码历史查询:embezzling hundreds of millions of dollars from the company from 1997 to 2003.

Key Takeaways

  • Corporate kleptocracy refers to the misuse of company assets or management practices for personal gain, often by high-ranking executives.
  • When CEOs or top managers use the company coffers as a personal bank account or to embezzle or commit fraud, investors and other stakeholders can bear the brunt of the fallout.
  • Famous cases of corporate kleptocracy include scandals at Enron, Worldcom, Tyco, and RJR Nabisco.

Understanding Corporate Kleptocracy

Hollinger International was a Canadian-based media company. It owned community papers across the United States and Canada, as well as the Chicago Sun-Times, the Daily Telegraph, the National Post, and the Jerusalem Post. Conrad Black, a Canadian citizen, was the 澳洲幸运5开奖号码历史查询:chief executive officer and the company's largest shareholder.

In 2004, Hollinger and Richard Breeden, former chair of the 澳洲幸运5开奖号码历史查询:Securities and Exchange Commission, led an inquiry into financial mismanagement at the company. The report accused Black and the company's chief operating officer, David Radler, of bleeding $400 million from Hollinger over a seven-year period via shady management and 澳洲幸运5开奖号码历史查询:non-compete fees. The sum represented 95% of Hollinger’s adjusted net income between 1997 and 2003.

Important

Non-compete clauses designed to keep workers in place were banned by the Federal Trade Commission in April 2024. A typical non-compete contract might have prevented an employee from leaving to work for their company’s competitor. Under the FTC's new rule, non-compete clauses are unenforceable for the majority of workers, and companies cannot issue new non-competes for any employee.

The 513-page report was subtitled "A Corporate Kleptocracy." The definition of kleptocracy is a government by those who seek status and personal gain at the expense of the governed. In this case, it was corporate executives who sought personal gain at the expense of shareholders. The executives were accused of using company funds for personal use of the company jet as well as clothing and gifts for Black's wife.

Black was convicted of mail fraud and obstruction of justice, and was sentenced to 42 months in prison and fined $125,000. President Donald Trump pardoned Black in 2019. However, this caseas well as others such as Enron, Tyco, and WorldComset in motion a more aggressive strategy from the federal government to hold🌊 executives accountable for company actions.

Example of Corporate Kleptocracy: RJR Nabisco

Food and tobacco conglomerate 澳洲幸运5开奖号码历史查询:RJR Nabisco offers another example of a corporate kleptocracy. In the 1980s, J. Tylee Wilson, chief executive of tobacco giant R.J. Reynolds, sought a merger to diversify a🅰way from cigarettes and head off costly litigation 💦due to health-related lawsuits and changing public perception.

Around the same time, F. Ross Johnson had managed to become CEO of Nabisco Brands and in the process, increased management's compensation and perks.

In 1985, the two companies merged to form RJR Nabisco, but Wilson and Johnson clashed. Johnson was able to use the company's accounts for his own personal spending, secured by installing friendly allies to the board of directors. Johnson wrestled control, but his carefree spending led to high expenses and a declining stock price.

Leveraged bu🃏yout firm KKR subsequently acquired RJR Nabisco for $25 billion, in one the largest leveraged buyouts in U.S. history, and ousted Johnson as CEO after he had essentially drai𝓀ned the company coffers dry.

What Are the Consequences for Executives Found Guilty of Kleptocracy Tactics?

Black, the former Hollinger CEO, was fined $125,000 and served over three years in prison after being convicted of mail fraud and obstruction of justice. Similar sentences have been handed out to other executives involved in such activities.

Why Would the SEC Be Involved?

The Securities and Exchange Commission (SEC) is responsible for regulating publicly-traded companies and ensuring that they provide honest and accurate disclosures to their investors. This includes the responsibility to ensure that corporate funds and assets are used responsibly for the benefit༺ of the co🏅mpany, not for the individual needs of the management or board of directors.

What Does Kleptocracy Mean?

Kleptocracy refers to a form of government where those in charge use public assets as a source of wealth. Kleptocratic governments may demand bribes to facilitate routine bureaucratic tasks, plunder public accounts for personal use, or give valuable concessions to favored industries in exchange for 澳洲幸运5开奖号码历史查询:kickbacks.

What Is the Origin of the Phrase 'Corporate Kleptocracy?'

The phrase is the subtitle of the 2004 SEC report investigating financial mismanagement at Hollinger International by the company's executives.

The Bottom Line

Corporate kleptocracy refers to a system in which corporate executives prioritize greed and personal gain, siphoning off wealth at the expense of shareholders. The phrase emerged amid an investigation into Black, the former Hollinger CEO, accu𝓡sing him and other executives of embezzling hundreds of millions of 🐈dollars from the company between 1997 and 2003.

Article Sources
Investopedia requires writers to use primary sources to support their work. These include white papers, government data, original reporting, and interviews with industry experts. We also reference original research from other reputable publishers where appropriate. You can learn more about the standards we follow in producing accurate, unbiased content in our editorial policy.
  1. Hollinger International. "," Pages 4, 24, 25, and 60.

  2. Federal Trade Commission. ""

  3. U.S. Department of Justice. "," Page 1.

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