When Executive Power Means No Accountability

On December 4th, 2024, while working-class Americans celebrated on Twitter and in group chats, multi-billion-dollar companies bolstered their top executives’ security teams and prepared for the worst. To the surprise of no one, the worst never came. This short-lived yet blatant conflict between the exorbitantly wealthy and those they exploit is a surprisingly uncommon occurrence in the United States, and it didn’t last long, nor did it inspire the spree of vigilante killings that CEOs prepared themselves for. For a brief moment, however, the assassination of UnitedHealthcare's CEO Brian Thompson in early December of last year reinvigorated Americans’ usually apathetic (at worst) relationship with the billionaires who derive individual prosperity from their collective exploitation.

As many Americans responded gleefully to the seemingly earned karmic justice that had made its way to Thompson, a billionaire health insurance executive, members of America’s upper tax bracket reeled in disgust at this apparent moral failing of the lower class. The brutal irony of Thompson’s killing was lost on those who have never had to relinquish necessary healthcare or take on debt due to their claims being denied by a faceless health insurance company. An apt representation of this perspective came from a publication in Chief Executive just a few days after the assassination, penned by both the President and the Director of Research at Yale’s Chief Executive Leadership Institute. Authors Sonnenfeld and Tian seemed to take particular issue with the “vitriol” they perceived as being directed towards American business leaders, calling it deeply “un-American,” a fringe belief, and something that most reasonable people fundamentally disagree with — with data to prove it. It’s true, Americans have a unique loyalty and admiration for business leaders, so in that sense, I agree with them; this reaction was, surprisingly, deeply un-American.

Here in America, there is a widely accepted cultural separation between a corporation and its leadership that often unfairly absolves the highest-ranking executives from being held accountable for their own company’s misconduct. A CEO is understood to be the chief decision-maker, setting the direction of the entire company, yet they are vindicated in both the courts and public opinion from any responsibility for their company’s misconduct, even when their actions directly lead to widely harmful outcomes. Consider how many people abhorred UnitedHealthcare prior to Thompson’s killing, versus how many people actually knew his name or involvement. There are exceptions to this found in some very high-profile cases (such as the Sacklers’ involvement in the opioid crisis); however it remains that most Americans cannot imagine a reality in which corporate crimes are remediated by more than a slap-on-the-wrist fine for crimes that, if committed by individuals alone, would be punishable by prison time. Corporate leaders are permitted, both socially and legally, to hide behind the shield of their companies.

There are many reasons why United States law separates corporations from the people who run them; the primary one, however, is shareholder liability. As we are considering this issue solely within a capitalist framework, this is not an unreasonable interest for the law to aim to protect. While Sonnenfeld and Tian’s pro-business proclivities lie far from my own, I am certainly in favor of a law that protects the finances of small business owners just as much as those of multinational corporations. Without a separation between personal and business assets, shareholders would be disincentivized from investing — and under our current system, that could end in economic destruction. It is undeniable, however, that there is a critically binding relationship between the top executives of a company and the company itself — a relationship that is generously cushioned through these corporate personhood laws. CEOs sign off on strategic decisions that create company policy, such as implementing cost-cutting measures that lead to mass layoffs, approving claim denial rates in health insurance firms, or knowingly releasing defective or harmful products to the market to preserve profit margins. These policies are not the abstract developments of faceless institutions, as they are often made to seem; they are results of decisions made by identifiable individuals, who benefit personally from their outcomes. Despite its practical implications, corporate personhood legislatively perpetuates the hegemonic cultural passivity that permits senior executives’ irresponsible behavior by shielding them from legal repercussions, all in their ceaseless pursuit of increased shareholder value.

Upon first viewing the United Kingdom’s Corporate Manslaughter and Corporate Homicide Act 2007, it seems to be a solution to the problem of corporate immunity in the United States. This law gives prosecutors the ability to more easily punish companies, but frankly, it is not meaningfully different from the capacity that the United States Department of Justice has to do the same thing. Conviction results in a corporate fine or public announcement at most, with the primary difference from U.S. law being that it requires proof of the culpability of senior management. Despite a recognition of responsibility on the part of independent actors in this UK law, its failure to prosecute these individuals as individuals actually perpetuates the same corporate immunity it initially seems to break down. For more egregious offenses of negligence, executives can be prosecuted individually under gross negligence manslaughter — although this is exceedingly rare. What is fascinating about this angle of enforcing pro-social corporate behavior is that senior management’s role in the criminally negligent action must be clearly identified. While this does lead to some complexity in prosecuting these cases in the UK, particularly when a company is large enough to have diffuse responsibility (like in the case of corporations), its longstanding application proves that, despite difficulty, individuals’ roles in instances of corporate misconduct can be proven for the sake of prosecution. Additionally, bringing a case against a corporation using the Corporate Manslaughter and Corporate Homicide Act requires more attention to be put directly on senior executives, who, as a legal inquiry unfolds, could be found so egregiously responsible that it would necessitate individual criminal charges.

A glimmer of hope exists in the fact that, even if imperfectly implemented, there are laws elsewhere that demonstrate a slightly more accountable future for corporate executives. This is not to imply that this form of justice is entirely impossible within the framework of U.S. law; in rare cases, senior executives are charged with criminal negligence by the Department of Justice, but even less frequently does that lead to conviction. What the United States needs is a significant expansion of criminal liability for senior executives who, through gross negligence or otherwise, cause death or serious harm to people in pursuit of their operational duties.

As it stands, a baffling disparity exists: individual actors are subject to the full extent of the law, yet by coming together to form a corporation, they essentially relieve themselves of this accountability altogether. I am by no means suggesting that there is a precise, legal solution to this problem. I am an undergraduate student, not a law student, and I cannot pretend to completely understand the legislative distinctions that allow U.S. courts to occasionally “pierce the corporate veil” (meaning to disregard the separation of business entity and person) as it relates to prosecuting cases of corporate fraud but not in cases of fatal negligence. What I do know, however, is that the American people deserve protection from corporations (and crucially, the individuals that run them) who are currently incentivized to act with a bold disregard for public safety and well-being. By shielding those at the top from the consequences of their own decisions, even when those decisions cost lives, we perpetuate a culture of corporate supremacy that will continue to prioritize profit over accountability. America inherited this belief system honestly — our cultural underpinnings of Protestant work-ethic and hyperindividualism truly cannot be overemphasized — but this is no reason to stop us from asking for more! It is absurd that it took the assassination of a healthcare executive for a national conversation considering the deadly implications of unchecked corporate power to occur. And yet, the startling uniformity of the public’s response to Thompson’s death (save for a few out-of-touch talking heads and academics) revealed the suppression of years of grievances, not only against the healthcare system, but more largely against a disheartening lack of accountability among corporate leaders in America.

If it is true, as Sonnenfeld and Tian of Yale’s Corporate Executive Institute suggest, that Americans’ spiteful reaction to Thompson’s death was so contrary to their socialization that it could be classified as “un-American” (Sonnenfeld and Tian), does that not make it all the more potent? Should that not allow us to recognize how far this has gone? The authors’ and so many others’ criticisms fundamentally misunderstand the satisfaction felt by the many Americans who celebrated Thompson’s death. They were not bloodthirsty, nor were they “dancing on [his] grave” out of some cruel desire to see someone wealthier than them suffer. People made light of Thompson’s death because they understood, whether consciously or not, that despite the innumerable suffering inflicted by UHC’s denial of healthcare claims under his leadership, no person would ever face justice for the corporation’s crimes. In spite of years of conditioning to view profit maximization as justified regardless of the human cost, working-class Americans took this brief moment to connect their shared experiences and recognize their suffering as the result of systemic injustices. I only hope that it won’t take a murder for us to feel like doing it again.

Economy, Society & Culture, DomesticAdley StephensComment