No Principals, No Principles and Nothing in Reserve: Shell and the Failure of Agency Theory

Purpose – Agency Theory is normally used to explain the relationship between the managers of a corporation and its owners, or shareholders, and to legitimate the payment of share options, and other remuneration mechanisms, to those managers on the basis that this will align the interests of the managers of a corporation with those of its owners. The paper aims to argue that this outworn legitimation is not just based on a bankrupt theory but is actually deleterious to corporate performance, managerial behaviour and the relationship between managers, shareholders and other stakeholders. Design/methodology/approach – The approach is to examine the behaviour of the managers of The Royal Dutch/Shell Group of Companies (“Shell”) as they have continued to reinterpret accounting regulations, reclassify oil reserves and re‐report past and probable/possible future performance of the company. Findings – The argument is predicated in the assertion that in the relationship between owners and managers of such a corporation there are actually no principals and therefore there can be no agents. Furthermore, the rewards structure developed from the theory provides a motivation for managerial misrepresentation leading to a situation in which principles are defunct. The Social Contract between all stakeholders to a corporation has been reinvigorated as a basis for sustainable performance, with consequent implications for the behaviour of all parties to the contract. Originality/value – The paper illustrates that evidence abounds showing that corporations do not have any sense of social responsibility and do not feel constrained by any kind of ethical code, no matter what their corporate literature states, but that there are an increasing number of stakeholders to organisations who are demanding accountability – and forcing corporations to respond accordingly.