liberty of contract — VOICES for REASONVOICES for REASON

A recent article in the Washington Post attracted my interest by going behind the scenes in the sale of an independent D.C. bookstore called Politics and Prose. Not an earthshaking event, you might say, but it beautifully illustrates how a company’s founders can keep alive their original vision long after they cease to own the business.

As you read this excerpt, think about the power inherent in a property owner’s right to set his own terms of sale. This article is written in the first person, by the two individuals who recently purchased the store:

Our evolution from P&P fans to P&P proprietors began almost accidentally. Over the summer, friends urged Brad, who has spent his career in journalism, to think about bidding for the store. We talked about it, and in October, he submitted a lengthy questionnaire required of all prospective buyers that asked about everything from his favorite books to his vision for the store’s future.

The questionnaire was one of many examples of the seriousness and care with which the store’s owners, Barbara Meade and David Cohen, were going about the sale. David’s wife, Carla, conceived of Politics and Prose in 1984, and Barbara became a partner soon afterward. They were a formidable book-selling pair whose vision, passion and hard work built Politics and Prose into a Washington landmark.

But Carla’s cancer diagnosis in 2009, and her passing last October, left Barbara and David with the sad duty of having to sell their community treasure. . . .

What was evident to us throughout the sale process was that Barbara and David were not selling just a business. They were selling a cultural institution that was part discussion forum, part neighborhood meeting ground, part event stage. And they were determined that Politics and Prose not only survive and thrive, but continue to reflect Barbara and Carla’s legacy.

Barbara also made clear that it was important to have a female presence at Politics and Prose, since women had founded and run the store. This point hit home especially with Lissa, who was already warming to the idea of a husband-and-wife team managing P&P. So what started as a solo enterprise for Brad quickly became a partnership.

The questionnaire, the earnest conversations and interviews, the strict standards that buyers had to meet—here were bookstore owners using the power of contract to express and achieve their deepest personal values. Transactions like this one illustrate how important it is for a legal system to protect freedom of contract.

What if that freedom had been infringed? What if zoning authorities insisted that the building now be used for a senior center instead of a bookstore? What if equal opportunity bureaucrats had deemed the sellers’ desire for a “female presence” to be illegal discrimination? What if political pressure had been exerted in favor of purchasers with right-wing credentials, on grounds that the store’s existing liberal agenda should be abandoned on “equal time” grounds? What if sale of the company’s stock could not meet Securities and Exchange Commission requirements? What if the new owners had to be licensed and couldn’t qualify without undergoing an expensive college-level certification?

These are just some of the types of infringement that Americans take for granted. We need to start thinking more about these encroachments’ devastating power to destroy dreams.
Image: Wikimedia Commons