GrowCFO Show · 2026-06-16 · 32 min
Key moments - from our scoring
Substance score
64 / 100
Five dimensions, 20 points each
Eric Ries, author of The Lean Startup and Incorruptible, explores why great companies lose their way after going public and how governance structures protect mission-driven organizations. Drawing on stories of Saul Price (FedMart founder and precursor to Costco), Jim Sinegal, and Novo Nordisk, Ries argues that CFOs play the most critical role in defending company coherence against shareholder primacy pressures. He explains how Costco's super-majority voting requirements and classified board create a "governance fortress" that resists activist pressure, while Novo Nordisk's nonprofit foundation structure enabled trustees to block a $20 billion merger that would have eliminated R&D - ultimately protecting the company through the GLP-1 breakthrough that made it worth hundreds of billions. The episode is essential for CFOs, founders, and board members navigating funding rounds, IPO preparation, and public company pressures, offering concrete governance practices to embed mission integrity from incorporation through scaling.
A governance fortress uses structural protections like super-majority voting requirements (requiring approval from a super majority of all outstanding shares, not just votes cast) and classified boards to create what Ries calls "structural integrity" - making it difficult for outside pressure, activist campaigns, or shareholder pressure to force changes that undermine the company's core mission and values.
The nonprofit trustees rejected the merger because their bylaws required mergers only if necessary for survival, and Novo Nordisk had 10 consecutive years of profitable growth. The merger would have been followed by the acquirer merging with Merck and shutting down R&D - preventing the GLP-1 drug development that later made Novo Nordisk worth hundreds of billions.
Critical pressure points occur at incorporation, during funding rounds (Series A, B, etc.), IPO preparation, and ongoing quarterly reporting cycles. CFOs often incorrectly advise founders to delay governance decisions, making it seem "too early," then claim it's "too late" later - trapping leaders between incompatible timing.
The episode suggests mission statements are often generic words on paper ("motherhood and apple pie"), while a true mission is lived through concrete organizational decisions and is protected by governance structures that make it difficult to abandon when pressured by investors or markets.
CFOs often mistakenly believe that being "too different" will make future fundraising difficult, but this is wrong - investors actually seek contrarian theses. Protecting meaningful differentiation in mission and governance, when done thoughtfully, creates long-term competitive advantage and value rather than destroying it.
Our reviewer’s read on each dimension, with quotes from the episode.
The episode delivers a genuine cluster of non-obvious ideas - governance fortresses, the CFO 'too early/too late' betrayal dynamic, the accounting incentive distorting M&A spend, and the mission-hopeful vs mission-driven distinction - but wraps them in extended storytelling that inflates runtime without adding proportional insight. The profit-as-human-flourishing reframe is philosophically interesting but operationally thin.
Most companies that say they're mission driven are, at best, mission hopeful. Okay, it's just a statement.
because of the way our modern accounting rules work, executives have tremendous incentive to spend M and A dollars instead of spending operating dollars on the same thing
There are genuinely fresh framings here - the 'governance fortress,' the CFO as the actor who inadvertently kills mission by timing it wrong, and the Costco super-majority-of-all-shares mechanic - but the shareholder primacy critique and 'trust as an asset' thesis are well-trodden ground and the profit redefinition lands as philosophical abstraction rather than a deployable contrarian idea.
it's very often for the CFO to pat the CEO on the head and be like, oh, that's nice. I'm glad you want to do that, but it's too early to worry about that. We can always do it later. And then I've been in the room where the CFO is like, oh, you were serious about that? Well, now it's too late.
Costco super majority requirement is that you have to have a super majority of all outstanding shares, not just whoever votes
Eric Ries is a genuine heavyweight - author of one of the most influential business books of the past two decades and a practitioner who has worked with real companies and boards - but in this episode he is primarily synthesising research for a forthcoming book rather than drawing on recent operational experience at scale, and the format skews toward book promotion.
I've worked with so many companies, so many founders, leaders, board members, of course, a lot of CFOs who are like really earnestly trying to build an organization to last
I think the CFO plays the most critical role in this, honestly, even in some cases more than the founder
The episode is anchored in a series of well-evidenced case studies with named companies, dates, dollar figures, and - unusually - a clear counterfactual: the Novo Nordisk merger that was blocked, preserving the R&D that produced GLP-1 and growing the company from ~$20B to hundreds of billions. The Costco structural mechanics and the Fed Mart 1975 - 1982 timeline are equally crisp.
if you freeze frame right there, you will notice this is a moment when the nonprofit trustees of Novo Nordisk had created more than $500 billion of shareholder value
within seven years, by 1982, they had driven the company into bankruptcy
The host asks a few genuinely targeted questions - flagging specific inflection points and probing the Costco structure - but consistently absorbs Eric's answers without challenge or follow-up on the harder claims, and the closing segments devolve into mutual praise and book promotion rather than any productive pressure.
what are the key points of inflection that we've got to be watching for when the governance model, the mission, so on, is going to come under pressure?
Eric, I love that. So human flourishing is the substitute for profit in terms of revenues minus costs
Computed from the transcript - who did the talking, and the words that came up most.
.entry-img img{ display:none !important; } .single .hentry .entry-img{ display:none !important; } Going public is often seen as the ultimate milestone for a successful business, yet for many great companies it marks the beginning of decline rather than a new chapter of sustainable growth. In this episode of The Grow CFO Show, host Kevin Appleby sits down with Eric Ries , author of The Lean Startup , to explore why so many mission-driven, high-performing companies lose their way after an IPO - and what CFOs and boards can do differently to prevent this fate. The conversation frames governance not as a legal box-ticking exercise, but as a strategic discipline that protects long‑term value, mission, and trust. Through vivid case studies - from Saul Price and the origins of Costco, to Novo Nordisk and its foundation structure, to Johnson & Johnson’s Credo - Eric shows how governance choices can either entrench short‑term shareholder primacy or build what he calls a “governance fortress” that shields companies from destructive external pressures.
Transcribed and scored by The B2B Podcast Index.
Eric Ries: If we can combine the ethos of Sol Price, trust is an asset. When we calculate roi, we have to always include the implications for trustworthiness.
Kevin Appleby: What are the key points of inflection that we've got to be watching for when the governance model, the mission, so on, is going to come under pressure?
Eric Ries: I think the CFO plays the most critical role in this, honestly, even some cases more than the founder.
Kevin Appleby: Grow CFO is where finance leaders grow together. Join thousands of like minded professionals using Grow CFO to access the combined knowledge and experience of the finance leader community. You can join us today. Growcfo.net hello and welcome to the Grow CFO Show. I'm your host, Kevin Appleby, and today I've got with me a guest who I've really wanted to speak to for quite a long while. He's a published author and a podcaster himself. He's the author of the Lean Startup, Eric Reese. Eric, welcome to the Grow CFO Show.
Eric Ries: Oh, uh, thanks so much, Eric.
Kevin Appleby: You've been very successful with your first book, the Lean Startup. Why have you gone back in there written Incorruptible, your new book?
Eric Ries: I asked myself that question all the time while I was writing it, because writing a book is difficult. And, uh, this one took a long time to get it right. But at the heart of it, I felt like I watched too many companies be destroyed by these forces. I've worked with so many companies, so many founders, leaders, board members, of course, a lot of CFOs who are like really earnestly trying to build an organization to last and to watch those people lose control of their creation, to take it public and then have it not thrive as a public company, to have it become taken over by investors in a lot of cases, or become unrecognizable to what their intentions were. I got frankly sick and tired of it. So I've been trying to find some solutions to that problem for a long time. Obviously tried my hand as an entrepreneur to build infrastructure to Help founders and CFOs get on the right track and protect themselves, but felt like at a certain point we needed a book. We needed to talk about not just the what we need to do differently, but the why.
Kevin Appleby: So you talked about forces. What forces are we talking about here, Eric? Uh, that are going to blow you off that course and cause you to create something or end up with something different to what it was you're trying to create in the first place.
Eric Ries: So rather than answer the question theoretically, let me answer you with a story.
Kevin Appleby: Okay. Love stories.
Eric Ries: So let's go back to the dawn of modern retail to a guy named Saul Price. Saul was the father of modern retail. By all accounts, uh, the reason why Walmart is called Walmart, because Sam Walton was paying homage to Saul's company, fedmart. So fedmart was a company that was like the progenitor of so much of modern retail practice. But at the time it was very heretical. We're talking about the 1950s. Saul had been trained as a lawyer. He saw his customer as his client. And so he felt he had a fiduciary duty to the client. When competitors would undercut him on price, he would put up signs in his own store telling his customers, go buy this product from the other guys. Not for me, because it's cheaper there. That's what it meant to be a fiduciary to the customer. He would pay above market wages. He had capped margins. He was just a very ahead of his time thinker. And as a result, the company thrived because people really trusted him and they trusted the company that he had built. He was so successful that he took the company public. And yet as a public company, he was always under this pressure. He felt to, instead of having low prices and high wages, to have low wages and high prices, to use the trust he had built up with his customers to betray them, to trick them, to squeeze more money out of them. And this was being done in the name of making money. But Saul didn't understand that. He said, this is not value creating. This is going to destroy our, uh, long term value of this company. So he was so frustrated with it that he actually arranged to take the company private. That didn't solve any of his problems. The new board was also under the same hypnotic sway. Higher prices, lower wages, faster growth. Damn the long term, just focus on the short term. This all culminated in a big fight in 1975 between him and his board. Eventually he comes into the work one, he comes into his office one day and he can't get into his office. The locks on his door have been changed. He doesn't work there anymore. So the investors got what they wanted, the board got what they wanted. With Saw Price gone, they were able to change Fed Mart to be a, uh, more conventional retail operation, A, uh, more extractive, more exploitative operations. And within seven years, by 1982, they had driven the company into bankruptcy. This is what I'm talking about. This was the parable of the killing of the goose that laid the golden egg. Right, lay it out right here.
Kevin Appleby: I get that. That suddenly You've got pressures from investors from all sorts of other people that are saying we want profit, we need profit fast. The profit you're going to earn is going to dictate our uh, multiples selling the company for whatever it is. And the original premise that people matter, that the workforce matters, therefore you pay them a decent wage, not the lowest possible, the customers matter. So you're not going necessarily for the highest price, you're not, you going for fair value. But uh, I get the forces you're talking about, those things that are coming in and destroying that original message that makes a lot of sense.
Eric Ries: Yeah. From a CFO perspective is not only are these forces bad for society or whatever, they're value destroying their ways of making money while ultimately eroding long term value. So resuming with Saul's story, the reason why I tell the story is it has a modern consequence. This isn't just some random thing that happened in 1975. And that's because Saul took two weeks off after being fired, took a two week vacation and then he was back at work. He leased the office upstairs from fedmart headquarters and started a new company which he called the Price Club. Of basically taking his ethos and embodying it in a new company. Now today, Price Club is not well known. And that's because one of the people that left fedmart to go with Saul was a young guy named Jim Sinegal. Jim had worked his way up from stock boy to executive at fedmart. Saul was a big believer in promoting from within. And after a few years of working with Salt Price Club, he struck out on his own to become an entrepreneur, creating a new company. Now a few years after that, that new company and Price Club merged to form the legal entity we now call Costco. So this is actually all the extended origin story of Costco. Now today, Costco is a 400 billion dollar company, the exception to every rule of business. Everything people complain about, they always have to say, except for Costco for some reason. And one of the things I wanted to do with this book is really try to understand what is the magic that makes these outlier exceptional companies work. And to me, the essence of what I'm trying to teach in the book and what I hope every CFO will learn to master, is that if we can combine the ethos of Saul Price, this understanding that trust is an asset, and therefore when we calculate roi, we have to always include the implications for trustworthiness of the choice in question. But then we also need what Jim Senegal had for Costco he embodied the company in a structure with integrity, like structural integrity, meaning that when you try to push Costco, it pushes right back. It is protected by what I call a governance fortress that prevents outside meddling. When we think about company structure, many of today's best practices are value destroying. And instead we need to replace them with this practice of building that strong internal coherence and the strong external integrity.
Kevin Appleby: So taking that Costco example a little bit further, Eric, you say that if you push against Costco, Costco pushes back. Tell me a little bit more about the sorts of structures that you're thinking of, then that gives you that protection.
Eric Ries: Sure. So Costco's board conceives of its job differently from other boards. Most boards today are in the grip of an idea that is called shareholder primacy. And they see their job as making sure that investors always get their way. Because the theory of shareholder primacy is that ultimately is what will be increase shareholder returns. But Costco's board, if you talk to them, if you look at what they've said, they conceive their job very differently. They see their job as to be a, uh, bulwark against shareholder pressure, against any form of outside pressure, political pressure, any kind of pressure. Their job is to protect the company's mission and its internal coherence. So, for example, Costco has a super majority voting clause. It's one of the elements of the fortress, meaning that if you want to change the bylaws of Costco and you want to replace directors, you want to force them to do a specific thing, you have to win a super majority of the vote. Governance experts are like, oh great. If you get ISS and everybody together, that's pretty easy to do because most people don't vote in most elections, but not at Costco. Costco super majority requirement is that you have to have a super majority of all outstanding shares, not just whoever votes. And Costco has millions upon millions of retail customers who are also their shareholders. So even though on occasion people have attacked Costco to try to take down this fortress, they've even been able to get, for example, there was a campaign to declassify Costco's board. They were able to get a majority of the vote, even a super majority of the shares cast, but they weren't able to get a majority of the absolute overall number of votes. Now, what's interesting about these attacks is if you ask the activists, why are you attacking Costco? They'll tell you funny things like this. If you look at the filings, they'll say, Things like, well, if you have a classified board, Classified boards, the theory is those lead to management entrenchment, they call it. And entrenchment ultimately causes poor performance. And, uh, this is how you know the governance class has lost the plot. When you're accusing Costco of poor performance, you've let your ideology blind you to the reality of the company you're actually attacking. And in fact, an academic analysis of something called the Harvard Shareholder Rights Project, which was like a concerted effort by these experts to attack classified boards at companies all up and down our economy. So when someone did a rigorous analysis and found that, that basically destroyed something like $150 billion of shareholder value. So this work is being done in the name of shareholders, but it's actually costing shareholders a lot of money.
Kevin Appleby: And I must admit, as a Costco, uh, member Costco customer, I do really appreciate that store. I like it, and I don't want it particularly to change.
Eric Ries: You sure don't. That's why it's so important that they have this integrity. People try to force them to change, and they refuse. They have the power to refuse.
Kevin Appleby: But, Eric, what do you think the key points are? Uh, if we're talking about a company, uh, that has grown sufficiently to have appointed a CFO and be growing at a reasonable rate now, uh, what are the key points of inflection that we've got to be watching for when the governance model, the mission, so on, is going to come under pressure? Are there any specific part in the growth cycle that we need to be watching out for?
Eric Ries: They are. So I think the CFO plays the most critical role in this, honestly, even in some cases more than the founder and many CFOs. Unfortunately, the founders desire to be different in governance, in mission and purpose, as kind of like a quirk to be hidden or even a rough edge to be sanded off. So I've been in the room when CEOs and CFOs are negotiating over this point, and it's very often for the CFO to pat the CEO on the head and be like, oh, that's nice. I'm glad you want to do that, but it's too early to worry about that. We can always do it later. And then I've been in the room where the CFO is like, oh, you were serious about that? Well, now it's too late. And the CEOs like, so pissed. It's like you can't understand what a betrayal a founder or a CEO feels when you do this to them, because it's like, wait, before it was too early and now it's too late. When was it the right time? And the irony of this is every vc, every investor knows that to make money as an investor, you have to have a contrarian thesis. And yet we are, uh, teaching people this business monoculture. And so the CFO will often, I think they think they're doing investors a favor when they tell the CEO, look, we don't want to be too different from other companies. We might not be able to raise money in the future. This is wrong. It's actually good to be different as long as you're being smart about the ways in which you're different. Because monoculture is not actually value maximizing. So I would say the critical moments tend to be an incorporation. Of course, if you're lucky enough to be involved at the beginning of a company, you can embody it to have strong governance from day one. That's always the easiest and best. And then round time is really when money is being raised, is generally when government governance gets discussed and changed. And so helping a, ah, company navigate the pressure to capitulate to these best practices is a very important part of the job. Obviously the next opportunity is IPO prep. When you're figuring out how to land the plane of an ipo, that these issues tend to come up. And then obviously once you're a public company, then this is going to be a regular issue that's going to come up around quarterly reporting, quarterly guidance, all that kind of stuff going forward. I think CFO plays a really vital role in doing that. And in the book I make the case for what I call the new, new governance. If any of your listeners have ever felt like, gosh, the job that I'm being trained to do, that I'm being pressured to do, is like to make the company more boring. Most modern board meetings are so boring because it's just compliance checklists and shareholder primacy. That's it. That's what is considered, uh, like the most important things to talk about. And the really interesting stuff, the company's internal coherence, its strength, its mission, its purpose, is getting squeezed out of these meetings. Well, if you want to level up your career and become like a true partner to every function in the company, to the CEO, to all the people who are there to make things, a, uh, CFO who can talk credibly about the value of mission and purpose, who knows the data on how much competitive advantage can be gained by protecting those precious things, is going to see tremendous acceleration in their own career.
Kevin Appleby: I guess in an increasingly AI world, managing in some way to be different and stand out is even more important.
Eric Ries: That's certainly been Anthropic's experience. So, yeah, I would say yes, very clearly it is.
Kevin Appleby: Yeah. Eric, I know Novo Nordisk is a favorite example of yours. Interesting to explore that with you a little bit, because back with my PwC consulting hat on. That's a company that I've had experience of personally myself in the past. So tell me how governance protected Novo Nordisk.
Eric Ries: I'm going to tell you a story that is almost unbelievable in how much value was created by these protections. And you just have to trust me that this is in the book. You can read the story. It's true. There's actually a great acquired podcast episode about it. If you're skeptical. They did the homework and you can see them tell the story in a very lively way. So in the late 90s, early 2000s, as everyone probably remember, in the pharma industry, there was a mergers and acquisition craze. The idea was that the whole pharma industry was going to consolidate only down to a few players. So it was kind of merger be merged was kind of the idea. And so the board of directors of Novo Nordensk prepared a merger. They had found a buyer that wanted to buy the company and move it out of Denmark and consolidate and streamline its R and D. All the usual stuff you'd expect in a pharma, uh, merger. And they had, like, negotiated a term sheet, they gotten bankers involved, they figured out all the details, and they had one last checklist item that they had to do before the merger could close, which was they had to get the approval of the Novo Nordisk foundation. Because Novo Nordisk for more than a hundred years has had this really interesting structure where the founders who set it up, which included a, uh, Nobel laureate, by the way, the founders who set up Novo Nordisk were worried that the for profit incentive might cause them to break trust with the scientific mission of the company. And so to avoid that happening, they established a nonprofit foundation which is the owner of the for profit subsidiary. So even though today Novo Nordisk is a publicly traded company, I think it trades a million shares a day on New York Stock Exchange. It's one of the world's largest companies. It is actually governed by a set of nonprofit trustees. So back to our story. The for profit board comes to the nonprofit trustees and said, hey, we want to sell the company. And the nonprofit trustees say, okay, but what is the purpose of this transaction? And Everyone else is like, the purpose. Like, do you see the dump trucks full of money? We're all about to make so much money. I'm going to sell the company. I can't remember the number now. I think they want to sell it for, like, $20 billion, which is a big premium over its current. That was a price at that moment. And the nonprofit trust is like, okay, I understand there's gonna be a lot of money. But our mandate is to look after the mission of Novo Nordisk. And our bylaws say that we're only allowed to approve a merger if it is necessary for the survival of the company. Is it necessary to do this? And they looked at their data and they're like, we've had, like, 10 consecutive years of profitable growth. What problem are you trying to solve anyway? They went back and forth, back and forth. The people who wanted to do the merger were like, hold on. We obviously aren't explaining it very well. Let's come back a second time. My favorite detail is they had to have a second meeting. Can we meet again? Get the bankers to make us new materials, new presentation, get the consultants involved. You know the drill, right? Like, we must not be explaining it right. There's so much money, okay? So much money to be made here. What are you doing? Anyway, the trustees said, no, no dice. Won't approve the merger. And the merger didn't happen. Everyone was quite pissed, you can imagine. But in retrospect, we can say that the trustees did an incredible thing because we know for sure what would have happened. This is like one of those rare business counterfactuals where we know the counterfactual. How do we know? Because the company that Novo was going to merge with within the next two years itself merged with Merck, and Merck shut down all its R and D. So most pharma acquisitions are what are called killer acquisitions, where the goal is to actually eliminate competitive R and D from taking place in the first place. There's a bunch of academic literature on this, so we know that much of the Novo Nordisk R and D apparatus would have been dismantled had the merger gone through. And the timing of this happened to be right at the tail end of the scientific research that established the validity of GLP1 as a medication. So something like two years after the failed merger, the first GLP1 medication came out of the lab. Now, the researchers, if you know the story before Ozempic, they had been working for 13 or 14 years fruitlessly in the lab before they finally had the breakthrough that allowed them to manufacture this drug. So because of the strength of GLP1, Novo Norris went from a, uh, like company worth 10 or $20 billion to a company worth hundreds of billions of dollars. In fact, if you pause the tape at the moment when Novo Nordisk valuation exceeded the entire GDP of Denmark, which it did a couple years ago, if you freeze frame right there, you will notice this is a moment when the nonprofit trustees of Novo Nordisk had created more than $500 billion of shareholder value. So this is not just about social impact or mission or whatever. It's also about just the reality of value creation, that if you protect what makes a company like the engine that makes it really profitable, you can create more shareholder value, not less.
Kevin Appleby: So we've got a mission. We've got ways of doing things, the things that make the company unique, let's call it the lifeblood of the company. We're seeing these pressure points as we go forward, the Series A, the Series B, the IPO and so on, whatever it might be that could weaken that message. One key way that a lot of companies grow is fundraise, acquire. Now are we saying, Eric, that that is possibly the wrong way to go forward? Because you are either the company being acquired or you are the acquiring company. And one way or other, because you're bringing in another organization with another set of values, the that lifeblood is all going to be sort of withered away. So, uh, are we saying that actually mergers and acquisitions are not necessarily a good thing?
Eric Ries: Yeah, the evidence shows that a lot of mergers are value destroying. So unfortunately, because of the way our modern accounting rules work, executives have tremendous incentive to spend M and A dollars instead of spending operating dollars on the same thing. We created an inadvertent, tremendous career and personal incentive to do these crazy do M and A. That is a lot, in a lot of cases, not accretive. Now I'm not saying M and A is bad, not every transaction is a tragedy. But I think we could be a lot more rigorous about trying to figure out like which of these, uh, transactions is actually going to advance the mission. Basically by using mission as our primary focus, like our primary lens, we're able to kind of see through a lot of ROI based arguments that seem like they make sense on paper, but actually are just kind of a self interested desire to get bigger for its own sake.
Kevin Appleby: Okay, so the mission is clearly important here. I've seen many organizations where a mission statement is written on a piece of paper and it's motherhood and apple pie, it's words that people have seen but don't necessarily live. What have we got to do with that mission, Eric? To make it the lifeblood of the company.
Eric Ries: So we have to distinguish between a mission statement and a mission. Maybe the easiest way to do this is to study the example of Johnson and Johnson. So Johnson and Johnson. Robert Wood Johnson II was like an old school corporate chairman, a tyrant of the old model. He inherited the company from his father in the midst of the Great Depression. And he had like worked his way up from the boiler room. He really understood that business really well. And during the Depression, for example, he was raising wages when other people were cutting wages. He was opening factories when other people were shutting their factories down. He understood that the depression would end eventually and if the company could survive, the loyalty that they would earn by doing the right thing would power their growth in the post depression era. And that turned out to be true. Johnson and Johnson absolutely boomed. Once the depression was over, they were poised to capture all this growth. So he actually wound up being so successful that he was preparing to take the company public in the 1940s. Think about the chutzpah of taking a company public during World War II. Okay. Do you think your job was hard? Imagine being the CFO on that transaction. So anyway, before he took the company public though, even back then he was worried about this financial gravity, worried the company would lose its way. So he developed a very famous document called the J and J. Our credo, which established the hierarchy, the, the priorities of the fiduciary commitments of the Johnson and Johnson Corporation. He said, our first commitment is to patients, doctors and nurses. Our second commitment is to employees, third to communities and fourth to shareholders. You see this a lot. Saul Price had a similar hierarchy. He said customers first, employees second, shareholders last. This is the exact opposite of what we teach today as the best practice. So anyway, he was worried that people would forget the credo, so he had it carved into 8 foot high limestone blocks and installed in the company headquarters. The theory being every person who would walk into work at ah JJ would have to walk by the mission statement. You literally would see it up on the wall every single day as you walked in and out of the building. But that didn't work. If you look at what happened after, while he was alive, it worked great. He was a tyrant. He was unquestioned authority to enforce this credo.
Kevin Appleby: His personal values, his personal brand and so on was effectively the mission statement. And therefore you're saying without him, the stud, um, die.
Eric Ries: This thing collapsed. Yeah. So in later years Johnson and Johnson fell into the gravitational orbit of today's best practices, especially of shareholder primacy. So much so that by the late 90s, early 2000s, the company was rocked by scandal after scandal after scandal. And I won't go into all the scandals. If, uh, you could, you could pick which one you think is the worst. I personally think the worst of them is that they put asbestos in the baby powder and then covered it up, giving thousands of people cancer. Just an utter betrayal of patients, doctors, and nurses. Credo value number one. The reason I can say with confidence that we know they covered it up is because, of course, eventually these bad deeds become public. This was litigated, and we have the documents, thanks to the litigation, where they literally discuss whether they should or shouldn't disclose the results to the fda. And what's so interesting to me about this story is that the people who put asbestos in the baby powder walked by the credo every day on their way to work. So somehow the human mind is so capable of compartmentalization, of enduring cognitive dissonance, that they could somehow convince themselves that they were doing the right thing even while they were manifestly doing the wrong thing. So if we want to have the mission be a real mission, not just a mission statement, it has to be baked into the financial structures of the company. That's, again, why the CFO is such a critical partner in making this happen. I call the goal mission drive. Most companies that say they're mission driven are, at best, mission hopeful. Okay, it's just a statement. It's just you say motherhood and apple pie. It's not real. To make it real, we have to really understand business model alignment. We have to arrange a situation where the company cannot make money except by achieving the mission. So that when it feels greedy, it's like, well, more mission, more money, not money by whatever means necessary. And so many of the business collapses and betrayals that I document in the book. The origin, the beginning of the end for the company was when somebody said, hey, couldn't we make a little extra money by doing this? By making a little compromise by our principles, just a little bit. And again, if you make a spreadsheet and you say, well, what's the ROI on this betrayal? It will score very nicely because trustworthiness is intangible, but the costs are tangible. So when you say, gosh, doing the right thing for customers, that's awfully expensive. It is. It is ROI negative by definition. Except, uh, that when you stop doing it, all of a sudden you stop growing. Now What?
Kevin Appleby: Yeah. Okay. Now, Eric, you've redefined the formula for calculating profit. Does that, uh, fit in with what you're just telling me there?
Eric Ries: Yeah. This is going to be hard for people who've been trained in straight finance, but you have to understand that the way I'm going to describe profit to you, your partners in the organization who build things for a living. We're talking about engineers, designers, artists, the people that like that make things, even customer service, even quality assurance. Everyone involved in the making of things, this is how they think of profit in their heart. They may not be willing to say it out loud to you. You got to get them have a drink afterwards and you can ask them privately, like, hey, I heard Eric say this thing. Does this resonate with you?
Kevin Appleby: Ask.
Eric Ries: You'll be very surprised what they say. They have what I call the builder's intuition. The builder's intuition is as follows. There are better and worse ways to make money, not always of making money are equally good. This is actually ancient wisdom going back to Aristotle and beyond. The making of things, creating net new value in the world. What Tim O'Reilly calls create more value than you capture. That's the best way to make money. We create something new. We capture some of that value for ourselves. But unfortunately, those same people who feel that intuition in their heart, in their head, carry around a much more simplistic definition of profit. The one we're all taught in business school, the one we're taught whenever we become a manager. Just revenue minus expenses. And if you've studied economics, as I'm sure, uh, every single one of your listeners has, you'll be very familiar with the problems with our conventional debt. In an economics class, you will learn about the fact that we don't account properly for deferred liabilities. We don't account properly for negative externalities. We often make mistakes in accounting for the costs of production. So what are the input factors of production? In the book, I advocate that a, uh, production process that consumes human lives as a necessary ingredient of making a thing is not profitable because we're destroying something of infinite value to make something of finite value. So we know these bugs are all well known. It's not my contribution to say they're bugs. In our way, we think about profit. The issue is that we tend to compartmentalize those things and be like, yeah, yeah, yeah. But for all intents and purposes, it's just as good to use the simple definition. It gets the job done at work, but it doesn't. It leaves us vulnerable to many competitive liabilities. Which is why we teach people in finance that, for example, having a high margin is good. The more higher your margin, the higher your stock price, the higher your multiple margin margin margin. Which is why it's so tempting to cut costs even when that causes long term damage. But in the innovation class, if you took an innovation class in your business school, you will have also learned Jeff Bezos's famous maxim that your margin is my opportunity. Excessively high margins are a source of competitive liability. That's what Saul Price understood. That's why he capped margin. That's why Costco has capped margins to this day. It doesn't create competitive room for anyone to undercut them. Anyway, since the conventional definition of profit that we teach people has all these problems with it, and it doesn't align with the intuitive understanding that the people that work at the company have, I think we should adopt a new definition of profit. Here's mine. I think every company should do this for themselves. So this is just my proposal that profit is really about the maximization of human flourishing. That's what it is. We leave human beings better off because we exist than they would otherwise have been. All extractive forms of money making are actually value destroying. They don't create human flourishing and we shouldn't celebrate or reward them. We should never seek to do those things ourselves. And again, it's only the CFO who can really make these determinations because it's actually very complicated to figure out how to measure properly the human impacts of the things that we do. But if we do that, we can build an organization that truly is aligned to human flourishing. And in the book, I try to give the evidence. There's so much evidence that if you get this right, the alignment that it creates for employees, for partners, for investors, for customers has really monumental competitive advantages.
Kevin Appleby: Eric, I love that. So human flourishing is the substitute for profit in terms of revenues minus costs. And I'm getting that to some extent. And having been involved in the UK public sector, sometimes writing business cases for things, and you're looking at benefits not just to the department that you're writing the business case for, but you're looking at benefits to the population as a whole. We're almost taught to put the business case together for UK plc, not for National Health Service or Department for Transport or whatever the department might be you're working with at the time. And you start when you do that, there's some weird formula in some of this where you do actually start putting a pound sign or a dollar sign on the value of a human life. But it really makes you think, if you're thinking about, I'm going to put a new road through here to bypass the old one where there's an accident black spot. There have been X accidents there. Oh well, how much is it worth spending on this bypass? Now we've put this value on the human lives that we've lost on the old one, it starts giving you quite a big sum of money you can spend on new bypass and add some human value. So that sort of thing I absolutely love and I guess, Eric, that we've talked about a lot here so far today, I'm quite sure we could go on and chat about this for at least another hour because it is absolutely fascinating. But hey, if we do that, we'll stop all these people reading the book. So how do we get a hold of the new book?
Eric Ries: Yes, the book comes out May 26, 2026. You can find out all the latest information on Incorruptible Co that you can join my mailing list. We have all kinds of cool bonuses you can get, including implementation guides and including reader's guides that CFOs might find very helpful. You can get it pretty much wherever books are sold. It comes out in a hardcover, in an ebook and an audiobook format. And if you want to stay in touch with me, you can find me on all the social media platforms. But the best way by far is to join my mailing list. So yeah, feel free to do that at. Ah, Incorruptible Co.
Kevin Appleby: Uh, I've had a quick look at an early copy. Eric kind of gave me a PDF of this before we did this interview, so I knew what I was talking about. And I can say that genuinely, if the Lean Startup was the book for the entrepreneur, Incorruptible is the book for the cfo.
Eric Ries: Uh, thank you for saying that. I really appreciate it.
Kevin Appleby: Eric. Thank you hugely for being this week's guest on the Grow CFO show and I wish you every success with a new book.
Eric Ries: Uh, thank you very much. I really appreciate that.
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