The Adventures of Companies:History and Structure

• Author: Allan C. Hutchinson
• Pages: 39-57

39



e Adventus  Comnies:

  

Corporations cannot commit treason, nor be outlawed, nor ex-

communicated , for they have no souls.

~ Lord Edwa rd Coke

H    for itself. While the bare facts of the past

might be settled and uncontroversial (although capable of sweeping

generalization), the whys and wherefores of history are the heated sub-

ject of continuing debate. As with much else, it is oen the case that, in

understanding and appreciating the past, “to the victor go the spoils.”

ere simply is no one account of history that can claim absolute au-

thority or credence: history is as much a battleground as the many

wars that historians seek to chronicle and explain. at is particu larly

so in relating the history of corporations. Although oen presented in

the at prose of bland description, eorts to trace the development of

corporate forms and activity are as contested and as com mitted as any

other chapter of human endeavour. In short, it is simply not possible

to separate the facts from the agendas of the fact-nders: the history

of corporations is inextricably connected to the leanings and judg-

ments of the historians who chronicle it. Nevertheless, it is possible to

oer some accounts that are more balanced and more believable than

PART ONE: SURV EYI NG T HE SC ENE

40

others. Indeed, the best history is one that makes itself transparent in

its assumptions and values rather than striving to hide itself behind

the accommodating screen of detached objectivity.

at having been said, the Cana dian history of corporate governance

is typical of much Canadian history generally. It has its early roots in

the colonial escapades of the European settlers, adjusts to the entrepre-

neurial reforms of England’s Victorian industrialization, weathers the

structural changes of twentieth-century commercial expansion, strug-

gles to create its own indigenous identity, and evidences an increasing

realignment with the dominant interests of the American corporate

elite. Not surprisingly, Canadian corporate history is a tale of politics

and power as much as commerce and economics. It is still important,

though, to grasp the dierent phases through which the technical de-

tails of corporate organizations have passed. W hile the push and pull of

English and American legislative in uences have had a strong inuence,

the historic al development of Canad ian corporations ha s retained a cer-

tain distinctiveness. At its best, this dierence has allowed the Canadia n

law and practice of corporate governance to avoid some of the more re-

nowned failings of its more dominant partners. But, at its worst, it has

succeeded in compounding the aws in each system. Accordingly, the

Canadian history of corporations has been an adventure that has le its

own special imprint on the contemporary structure of corporate govern-

ance. If there is to be a more democratic future for corporate governance,

it is essential to appreciate its past and to understand its present.

  

A    overlooked, it should not be

forgotten that today’s Canada actua lly began life as a cor poration. While

there were and still are many aboriginal nations in the same geographical

space, the political entity known as Canada took shape as part of a vast

commercial enterprise known as the Hudson’s Bay Company. Indeed,

much of the history of Canada generally and of corporations particu-

larly can be recounted through the beaver-pelt exploits of the HBC,

as it has now become known in its more humble and less-adventurous