CHAPTER 2
The New Institution
the modem business enterprise (of which the modern industrial enterprise is a subspecies) as having two
basic characteristics: it contains a number of distinct operating units, and it is managed by a hierarchy of
full-time salaried executives. The modern industrial enterprise is the particular subspecies that carries out
modem production processes. It has more than a production function, however. It is also a “governance
structure. In such an enterprise each unit-a factory, a sales or purchasing office, or a research laboratory-
has its own administrative office, its own managers and staff, its own set of books, as well as its own
resources (physical facilities and personnel) to carry out a specific function involved in the production
or distribution of a specific product in a specific geographical area. Each unit-each factory, sales office,
purchasing office, research laboratory-could theoretically act as an independent business enterprise. In the
modern multiunit enterprise, the activities of the managers of these units (lower-level managers) are
monitored and coordinated by middle-level managers. The latter, in turn, are monitored
and coordinated by a full-time top-level executive, or a team of such executives, who plan and allocate
resources for the operating units and the enterprise as a whole. The decisions of these top managers
normally have to be ratified by a board of directors, legally defined as representatives of the owners. Such
boards of directors nearly always include both top managers (the inside directors) and part-time
representatives of the owners (the outside directors). Thus the institution under consideration, the modern
industrial firm, can be defined as a collection of operating units, each with its own specific facilities and
personnel, whose combined resources and activities are coordinated, monitored,
and allocated by a hierarchy of middle and top managers. As the definition of the institution suggests, its
size, its managerial team or hierarchy, and the nature of the resources it controls are directly related to the
number of its operating units; in fact, it is the number of these units, rather than total assets or the size of
the work force, that determines the number of middle and top managers, the nature of their tasks, and the
complexity of the institution they manage. It then becomes critical to explain how and why the institution
grew by adding new units-units that carried out different economic functions, operated in different
geographical regions, and handled different lines of products. An initial explanation is that manufacturing
enterprises became multifunctional, multiregional, and multiproduct because the addition of new units
pennitted them to maintain a long-term rate of return on investment by reducing overall costs of
production and distribution, by providing products that satisfied existing demands, and by transferring
facilities and skills to more profitable markets when returns were reduced by competition, changing
technology, or altered market demand. There were, of course, other reasons: to ensure access to markets
and supplies. prevent competitors from obtaining such access, to obtain control over competitors, to
eliminate competition in other ways, or merely to reinvest retained earnings. In more recent years’
financial reasons have played a role: to improve the firm’s overall tax position, to alter the price of its
securities, to carry out other financial manipulations, or merely to extend its portfolio of investments.
Furthermore, managers have added units in order to acquire greater control over the work force, or simply
to gain personal status and power. Whatever the initial motivation for its investment in new operating
units, the modern industrial enterprise has rarely continued to grow or maintain its com over an extended
period of time petitive position unless the addition of new units (and to a lesser extent the elimination of
old ones) has actually permitted its managerial hierarchy to reduce costs, to improve functional efficiency
in marketing and purchasing as well as production, to improve existing products and processes and to
develop new ones, and to allocate resources to meet the challenges and opportunities of ever-changing
technologies and markets. It was the development of new technologies and the opening of new markets,
which resulted in economies of scale and of scope and in reduced transaction costs, that made the large
multiunit industrial enterprise come when it did, where it did, and in the way it did. These technological
and market changes explain why the institution appeared and continued to cluster in certain industries
and not in others, why it came into being by integrating units of volume production with those of volume