By
Konrad Yakabuski
Report on Business Magazine
July, 2001
In 1965, John Porter,
then a little-known Carleton University professor,
broke
new ground with
the first
empirical study of the corporate elite in Canada. His
now legendary work The Vertical Mosaic was a painstakingly
researched dissection of the Canadian Establishment
before that term became our shorthand for the people
who really run this country. Porter set out to puncture
our foundation myth--the idea of Canada as a mosaic,
where citizens of diverse ethnic origins cohabit in
harmony and equality.
The 985 men--no women, of course--deemed by Porter
to constitute the corporate elite in 1965 were no mosaic,
but rather an astonishingly homogeneous bunch. Save
for the rare French Canadian or, even rarer, Jew, they
were WASP, had attended one of a handful of private
schools and had inherited their wealth and position.
Interlocking directorships between companies heightened
the insularity of it all. At the dawn of the Space
Age, corporate Canada was an oligarchy where pedigree
was the password to power.
But not today, if you believe Peter C. Newman. In
his 1998 tome, Titans, the premier chronicler of the
Canadian Establishment triumphantly declares the old
boys' club dead: "The family dynasty has, by definition,
become a spent force." Corporate Canada is now
a "meritocracy." According to Newman, the
men--they are still practically all men--who run Canada's
business empires owe their positions not to lineage
but to perseverance and pure smarts. They are also
ruthless and have no particular loyalty to Canada,
in striking contrast to the genteel sluggishness and
snobby, inward-looking Britishness of the old-money
set. "The old Establishment was so easy on itself," Newman
writes. "Few of its operatives were ever punished
for being stupid, incompetent or both." No quarrels
there.
It's certainly true that Canada's business magnates
are no longer exclusively old-money WASPs. Names like
Schwartz, Asper, Munk, Stronach, Beaudoin, Desmarais
and (once again) Reichmann are synonymous with wealth
and power. Corporate Canada is finally a mosaic of
sorts-still far from being a perfect reflection of
Canadian society, but no longer an aberration like
the Establishment of yore. But that hardly makes it
the meritocracy that Newman proclaims. The new Establishment
may not be as stuffy and insular as the old, but it
still takes care of its own. Corporate power in Canada
remains a family affair.
In the wake of the Eaton's catastrophe, this has become
an unpopular viewpoint. As business writers such as
Newman and Rod McQueen rushed to execute autopsies
of Canada's fallen retailing empire, it became de rigueur
to declare the family business dynasty an endangered
species, maladapted to the kill-or-be-killed reality
of modern business. To be sure, no clan epitomized
the downside of the old Establishment more than the
Eatons. They had become anachronisms, oblivious to
the times. But to see the Eatons as a metaphor for
the Canadian family dynasty, as proof that merit has
replaced parentage as the key to corporate power, is
to confuse subtle changes in the way Canadian business
operates with the fundamental rules.
The fact is, blood ties still loom large in determining
who wields power. Some family empires-the Southams,
the Bassetts, the Siftons-have waned, as will happen.
Others have renounced power in Canada for potentially
more lucrative positions abroad-the Montreal Bronfmans'
decision to subsume Seagram into Vivendi, for instance.
But Newman himself proves that family still matters:
In a chapter billed as an "epitaph for the family
dynasty," he gives us profiles of the opposite-the
Westons, Thomsons, Molsons and Rogers, not a "spent
force" among them. He includes Conrad Black among
the six new-wave titans enshrined in their own chapters,
though Black inherited both wealth and status. He declares
that the Desmarais sons, André and Paul Jr., "seem
born to rule." The McCains are included among
Newman's tapped-out families-never mind that they have
installed the next generation at two major conglomerates:
McCain Foods and Maple Leaf Foods.
More important, among many of the new names in the
elite-the Aspers, Péladeaus, Stronachs, Coutus,
Southerns, Bombardier-Beaudoins, Saputos, Chagnons,
Domans, Shaws and Sobeys, to name but a few-blood ties
have been a ticket to senior management. The family
way isn't dying; it's constantly reborn.
In 2000, a quarter of the companies constituting the
TSE 300 Index had a single shareholder who controlled
more than 50% of the outstanding votes. More than 40%
of the 300 had at least one large shareholder (with
a voting stake of more than 20%). The vast majority
of all these closely held companies are family-controlled.
Overwhelmingly, these firms depend on a two-tier share
structure (one class with multiple votes per share,
another with one or none) and pliant boards of directors
to ensure that bloodline executives are never forced
to answer for their deeds. Pierre Karl Péladeau,
whose family controls 62% of the votes but only 27%
of the equity at Quebecor Inc., can sleep soundly knowing
Quebecor's disgruntled shareholders could never vote
him out of a job for plunging the media empire he inherited
into a debt-induced slump. Non-voting shareholders
of Rogers Communications might well like to see new
leadership from outside the family. But, barring an
act of God, that is unlikely so long as aging scion
Ted Rogers holds 91% of the voting stock.
Contrast this state of affairs with that of the world's
biggest family-controlled company, Wal-Mart Stores
Inc. The Walton family has no more votes per share
than any other investor-as is typical in the U.S.
At widely held Canadian companies, corporate democracy
is a theoretical if not actual possibility. But at
family firms, the deck is stacked so that minority
shareholders are disenfranchised. Yet, federal laws
capping Canadians' foreign pension investments and
a paucity of alternative domestic stocks mean that
these undemocratic companies continue to lord it over
a captive group of investors. Other protectionist factors
have also aided and abetted this family power: Is it
a coincidence that Canada's communications industry,
where foreign ownership is strictly limited, has spawned
some of the most powerful family dynasties of recent
years?
We all pay, in one way or another, for the inefficiencies
of poorly run companies-in lower economic growth, higher
unemployment, skewed allocation of resources. All too
familiar are statistics such as this one, from the
Ottawa-based Centre for the Study of Living Standards:
Personal income per capita in Canada fell to 78.3%
of the U.S. level in 2000 from 87.2% in 1989. Conservative
commentators attribute such findings to a trinity of
woes-Canada's onerous tax burden, beleaguered currency
and intrusive government regulations.
Worthwhile theories. But maybe there's an additional
explanation-the exceptionally large presence of family-controlled
companies at the top of the Canadian corporate heap.
A glance at the Top 1000 profit ranking reveals that,
over all, widely owned companies vastly outnumber family-controlled
ones. Ranked by revenues, however, the proportion of
family-owned firms rises to about a quarter of the
100 largest companies (versus about a third widely
held and a third foreign-owned). The fact that family
operations account for a big slice of the largest firms
but a much smaller slice of the most profitable ones
is telling.
Consider what Porter had to say: "In the middle
of the twentieth century, [it is of] practical concern
that only the ablest people get into the top positions,
for, at a time marked by keen international competition,
no society can rely on a system of privilege as the
basis for recruitment to the higher occupational levels." What
was true then is even truer today. This is not to suggest
that those who inherit their positions are universally
undeserving. Some have even produced spectacular results.
The most successful corporate scions-Galen Weston,
Kenneth Thomson, Laurent Beaudoin among them-have wisely
sought out the counsel and expertise of professional
managers. But far too many families have not. They
rely on the "lucky sperm" theory-hoping the
next generation inherits talent. It rarely does.
There is only one way for investors to reclaim their
economic destiny-by demanding that ownership and power
accrue to those who put their money on the line. If
family-controlled companies continue to tap the public
markets for capital, they should be forced to surrender
a proportionate degree of ownership and board representation
to the investors who provide the capital. Then, and
only then, could corporate Canada ever hope to become
a meritocracy.
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