Publishers of corporate histories are doing well, but corporate secretaries must be careful of what information to include.
Many years ago, one of my student vacation jobs was to bag and burn the shelves of yellowing paper cluttering up the cellars of an old dock-side shipping company. Similar bonfires have destroyed the records of many venerable companies that went along with legendary industrialist Henry Ford in saying that ‘History is more or less bunk.’
Now, of course, Ford notwithstanding, there is a growing appreciation, enhanced after the may-fly life span of many internet startups, that longevity is not the same as senility for a company. In fact it is becoming a selling point and there is a burgeoning industry producing histories for corporations concerned with posterity, not to mention archivists and curators happy to sort and provide bunk space for what used to be subsidiary boiler fuel.
It is not just corporate vanity: many outsiders are genuinely interested. For example, in Japan there is an enterprising and thriving business, Shashi no Mori, which has been collecting small print-run and privately published company histories and republishing them all on the internet, thereby providing an invaluable research tool.
Public perceptions of a company are very much what branding is all about, and reputation is a valuable asset in a volatile world. A well-researched corporate history can help shape this perception by providing outsiders previously unknown information and every bit as importantly, if indirectly, by equipping a company’s personnel with the knowledge to project the corporate ethos that makes brand essence.
How to make or break a reputation
In the USA, Bruce Weindruch, founder and CEO of the History Factory, waxes enthusiastically about how his and similar companies can encapsulate the essence of a company, in effect, their brand. Weindruch stresses the high strategic value of these projects: ‘It’s not history for history’s sake. You should approach a book the way you would any critical communication. Heritage, history, can be a way to communicate what a company stands for. We were not selling history, we were selling current communications but history was the methodology we used.’
Weindruch cautions that if the CEO says ‘I want a book,’ the corporate secretary should ask ‘Why?’ In fact, Weindruch himself raises the question with prospective clients, and sometimes persuades over-eager clients that a book would be premature. However, he may still interview key staff that should be ready for the day when posterity calls. Indeed, his company also archives materials and even curates company museums, so a book is only one marker for history. What is more, in some recent editions, a DVD containing interviews is slipcased into the back of the hard-copy history.
Executives sometimes think their story is so fascinating that they ask Weindruch if a commercial publisher would be interested in publishing it. ‘We tell them, Well, yeah if you’ve done something wrong. Barbarians at The Gate was a great piece of corporate history, but it was a dreadful story [for those actually involved].’ Apart from such unwelcome exceptions, no corporate history is going to make the bestseller lists through the bookstores and normal publishers.
Jeff Rodengen’s Florida-based company Write Stuff does make its 131 corporate histories available through the trade as well as for bulk purchases. In their experience, successful commercial sales usually relate to specific interest groups, such as bikers for Harley Davidson, aviation fans for Cessna, or naval aficionados for the history of nuclear sub-maker, the Electric Boat Company. Indeed, Weindruch’s volume on Brooks Brothers, the venerable two-century-old outfitters to Wall Street, is on sale in their stores for $65. Nevertheless, unless you are an iconic brand, you are unlikely to be so successful.
Rodengen considers the commercial sales an important legitimation for histories, ‘We have good wholesale relations and with the retail trade, and of course corporations do buy copies.’ He emphasizes that the work on Write Stuff’s books is not paid for directly by the subject company so that ‘When a new book comes, for example, on Pfizer, and the press is eager to read it, it’s important they know that it is not a corporate fluff job.’ He proudly points to the forewords, ‘they show our quality: we’ve had George Bush, Dick Cheney, Tom Clancy, Arnold Palmer and Harrison Ford write them.’
It’s not surprising that vice president Cheney wrote the foreword for The Legend of Halliburton, and Rodengen bristles at the suggestion that this might be controversial. ‘It’s a very old and complex company and only controversial in the liberal press. They can do things that no other company can.’
Weindruch cautions that commercial sales can raise worries for a corporate secretary. ‘If you sell it commercially and it is on Amazon, then there is nothing to stop people putting whatever they want as commentary on it.’ Indeed, while I was surprised there were no comments on The Legend of Halliburton, the sole reviewer of the Legend of Pfizer on Amazon did feel compelled to adduce all the criticism of the company he felt the book had skirted.
On a more mundane note, Weindruch adds, ‘You also risk it ending up on the remainder table for two dollars. They’re not bestsellers, so they get marked down.’
Striking the right balance
That brings up the issue of fine-tuning, ensuring that any history hits the Goldilocks’ spot, candid and readable without being suicidally confessional. ‘In the early days, moonlighting professors would go in and say, I’ll write your history, but to preserve my credibility you can’t edit or censor me, or tell me what to say,’ Weindruch says. ‘From a corporate secretary’s point of view, that’s scary! There are very few people you’d allow to come in with carte blanche, to go through your records and interview all your staff, and that includes your attorneys, your ad agency, whoever.’
On the other hand, Weindruch cautions, ‘Do you want the book to be credible? People read corporate histories the same way children read dictionaries. They always look for the dirty words first, they just do.’
Oliver Cromwell wanted his portrait painted ‘warts and all,’ and without going quite that far, no history could be credible if it just elided over say, asbestosis claims, or major litigation. Imagine a tobacco company history that wrote out the Surgeon General’s health warnings? Whitewash undermines credibility immediately, but a well-thought out history allows context, and explanation, or even some degree of spin, in the nicest sense, to put the company’s side.
Weindruch remembers one engineering firm that laughed and told him, ‘If you really want to know the history of this company, go drain the pond out back, that’s where we throw all our mistakes.’ It was, however, no mistake to mention it. ‘People loved the chapter on engineering dead ends.’ Another client was able to trump a newspaper exposé of technical infringements by ‘taking along their corporate history and pointing to page 46, where the incident had been detailed. How much more disclosure can you get?’
Of course, as always, there is a trade-off. Writing a history requires access to records and to employees, past and present, anything up to a hundred of them. It needs fact checking, precisely to make sure that the history is not bunk. The corporate historians require a contract and constant liaison.
No matter who is the designated liaison, all these questions naturally keep coming back to the corporate secretary who, Rodengen explains, ‘is the keeper of the memory, they have a very important role to play. They should ask what type of resources are necessary to write this book, what are the ground rules, what is off limits and what is not? He or she should be at the table to represent both the information resources and the guidelines for dealing with them. In archival, research mode corporate secretaries are the direct contact for corporate minutes, director bios and details of key transactions.’
Setting clear limits
Then, once it is written, the corporate secretary is also the keeper of the current reputation ‘so it’s important that they check for accuracy and appropriateness. There are certain legal limits. After all, a book is disclosure and you want to be careful.’
All historians agree that these issues, access versus disclosure, need outlining in a contract between the subject company and the writers, a contract that the corporate secretary or counsel needs to consider carefully.
Legal issues aside, strategically, the first question is: ‘Who are your intended target audiences?’ And of course, the answer varies depending on the company and the industry. Most agree that the staff, both present and future, are a major audience for any corporate history. It cements loyalties and reinforces company culture.
Rodengen stresses the strategic benefits. For the customers, the book can explain how a company developed the expertise, the leadership in their field and how they stay in the lead. For Wall Street, a corporate history helps investors and analysts. Rodengen explains, ‘Companies often find that they are shoehorned into a category that may be only a small part of their business – but their stock suffers when that category falls back.’
Similarly, he adds, ‘At least half the companies we write about are into acquisitions, as well as organic growth, and the history can inform and reassure management and employees of potential targets about what will be in store for them if they agree, they can see what happened to previous acquisitions.’
No matter who the liaison, Rodengen says, ‘We always interview the corporate secretary. In many companies, the chief counsel is also the corporate secretary, who is often the repository for significant corporate documents and they are the person that is most knowledgeable about board activities, schedules, objectives, records and notes, and corporate governance in general. Usually the secretary is the best officer to ask about how things have changed over the years.’
A crucial issue for any corporate secretary is to weigh the cost against the benefits. These are not quick potboilers. Rodengen’s Write Stuff has 34 researchers in three countries, whose work is processed and published by the 14 staff at headquarters. Between them, they take from 12 to 18 months to complete each volume.
Weindruch, with 48 staff, quotes starting costs of $500,000 for each history, ‘That’s minimum, it’s not worth doing unless you can do it right. It would cost between $300,000 to $400,000 to write and $200,000 to $300,000 for publication. And then if you get a global company with hundreds of interviews worldwide and years of research, then you are talking about a multimillion dollar project.’
However, in the end, as Weindruch rhapsodizes, there is more to it than just business. ‘These books become a record of a generation of people, like a message in a bottle that will drift up in a hundred years. And then people will be able to understand what the company and its staff are doing now.’
