Abstract

A nexus of imperfect duty, defined as positive commitments that have practical limits, describes business behavior toward building affable and virtuous relations, maintaining reasoned social discourse, and performing the due diligence necessary for making knowledgeable business decisions. A theory of the development and extent of the limits of these imperfect managerial duties is presented here, a theory that in part explains the activities and personnel included under the firm’s umbrella. As a result, the nexus of imperfect duty is shown to complement the perfect-duty-based nexus-of-contracts theory of the firm. The existence of flexible trade-offs involving these duties, trade-offs limited by contractual arrangements whether explicit or implicit, is shown to be one of the advantages of imperfect duty for developing business relations.