The paper examines the issue of corporate social responsibility against the backdrop of its self-regulatory posture. Using the African experience as a case study, the paper observes that the activities of multinationals show very clearly that they are grossly irresponsible despite their professed self-regulation. Instead, the multinationals have created an image of terror due to their deep-rooted involvements in human rights abuses, environmental degradation, tax evasion, bribery, market manipulation, and other forms of unethical practices, notwithstanding their so-called self- (...) class='Hi'>regulation. The paper concludes by advocating the establishment of a broad-based United Nations Global Business Regulatory Agency to fully take charge of corporate regulation in the global business terrain. (shrink)

The political shift toward an economic liberalism in many developed market economies, emphasizing the importance of the marketplace rather than government intervention in the economy and society (Dorman, Systematic Occupational Health and Safety Management: Perspectives on an International Development, 2000; Tombs, Policy and Practice in Health and Safety 3(1): 24-25, 2005; Walters, Policy and Practice in Health and Safety 03(2):3-19, 2005), featured a prominent discourse centered on the need for business flexibility and competitiveness in a global economy (Dorman, 2000; Tombs, (...) 2005). Alongside these developments was an increasing pressure for corporate social responsibility (CSR). The business case for CSR - that corporations would benefit from voluntarily being socially responsible — was increasingly promoted by governments and corporations as part of the justification for self-regulation. The aim of the article is to examine more closely the proposition that self-regulation is effective, with particular reference to the business case for workplace equality and safety. Based on a comprehensive literature review and documentary analysis, it was found that current predominant management discourse and practice focusing on diversity and safety management systems (OHSMS) resonate well with a government and corporate preference for the business case and self-regulation. However, the centrality of individual rather than organizational factors in diversity and OHSMS means that systemic discrimination and inherent workplace hazards are downplayed, making it less likely that employers will initiate structural remedies needed for real change. Thus, reliance on the business case in the argument for self-regulation is problematic. In terms of government policy and management practice, the business case needs to be supplemented by strong, proactive legislation, and worker involvement. (shrink)

The paper examines the issue of corporate social responsibility (CSR) against the backdrop of its self-regulatory posture. Using the African experience as a case study, the paper observes that the activities of multinationals show very clearly that they are grossly irresponsible despite their professed self-regulation. Instead, the multinationals have created an image of terror due to their deep-rooted involvements in human rights abuses, environmental degradation, tax evasion, bribery, market manipulation, and other forms of unethical practices, notwithstanding their so-called (...) self-regulation. The paper concludes by advocating the establishment of a broad-based United Nations Global Business Regulatory Agency to fully take charge of corporate regulation in the global business terrain. (shrink)

Both advocates of corporate regulation and its opponents tend to depict regulation as restrictive—a policy option that limits freedom in the name of welfare or other social goods. Against this framing, I suggest we can understand regulation in enabling terms. If well designed and properly enforced, regulation enables companies to operate in ways that are acceptable to society as a whole. This paper argues for this enabling character by considering some wider questions about responsibility and (...) the sharing of responsibility. Agents who are less able or willing to act well are obviously more likely to face criticism, mistrust, and adverse responses. It will be more difficult to hold those agents responsible, especially so when there are many who fail in their responsibilities or where there are wide-reaching disagreements about those responsibilities. Regulatory standards, like other norms and ways of defining responsibilities, address these problems: by restricting, they also enable social cooperation. Like other forms of holding responsible, ways of enforcing those standards against recalcitrant agents, or encouraging conformity to them, may also seem restrictive. Again, however, these practices play an important role in enabling responsible agency. This is partly because they can bolster readiness to act well in agents who experience or witness such responses. It is also because they free other agents to exercise initiative and commitment in defining their individual responsibilities in line with higher standards. (shrink)

Even though Corporate Social Responsibility (CSR) has become a widely accepted concept promoted by different stakeholders, business corporations' internal strategies, known as corporate self-regulation in most of the weak economies, respond poorly to this responsibility. Major laws relating to corporate regulation and responsibilities of these economies do not possess adequate ongoing influence to insist on corporate self-regulation to create a socially responsible corporate culture. This book describes how the laws relating to CSR (...) could contribute to the inclusion of CSR principles at the core of the corporate self-regulation of these economies in general, without being intrusive in normal business practice. It formulates a meta-regulation approach to law, particularly by converging patterns of private ordering and state control in contemporary corporate law from the perspective of a weak economy. It proposes that this approach is suitable for alleviating regulators' limited access to information and expertise, inherent limitations of prescriptive rules, ensuring corporate commitment, and enhance the self-regulatory capacity of companies. This book describes various meta-regulation strategies for laws to link social values to economic incentives and disincentives, and to indirectly influence companies to incorporate CSR principles at the core of their self-regulation strategies. It investigates this phenomenon using Bangladesh as a case study. (shrink)

Traditional approaches to regulating corporate behavior have not, and cannot, produce socially responsible corporations.Although many of the problems with these approaches were identified twenty-five years ago by Christopher Stone, an effective regulatory system still has not been implemented. A model of regulation is needed that is flexible enough to accommodate the variety of contexts in which corporations operate, but also makes corporations responsive to the ever-changing societal expectations of propercorporate behavior. To accomplish these goals, a reflexive law regulatory (...) system is needed. Under this approach, corporationsshould be encouraged to engage in corporate social accounting, auditing, and reporting (SAAR). The development of SAAR standardsinformed by reflexive law theory will create a regulatory system that is consistent with the latest thinking in business ethics, includingStakeholder Theory and Integrative Social Contracts Theory. (shrink)

Traditional approaches to regulating corporate behavior have not, and cannot, produce socially responsible corporations.Although many of the problems with these approaches were identified twenty-five years ago by Christopher Stone, an effective regulatory system still has not been implemented. A model of regulation is needed that is flexible enough to accommodate the variety of contexts in which corporations operate, but also makes corporations responsive to the ever-changing societal expectations of propercorporate behavior. To accomplish these goals, a reflexive law regulatory (...) system is needed. Under this approach, corporationsshould be encouraged to engage in corporate social accounting, auditing, and reporting (SAAR). The development of SAAR standardsinformed by reflexive law theory will create a regulatory system that is consistent with the latest thinking in business ethics, includingStakeholder Theory and Integrative Social Contracts Theory. (shrink)

While corporate fiduciary duties in many jurisdictions are generally understood to be owed to shareholders, recent Canadian Supreme Court cases have held that directors owe their duties to the corporation, period, not to shareholders or any other stakeholders. This development has introduced significant indeterminacy to the law since it is not clear what such a conception of the duty requires. The Supreme Court did, however, make one clear statement: it held that directors owe a fiduciary duty to ensure that (...) their corporations obey statutory law. Such a duty encourages compliance with law, but may over-encourage compliance: individual directors do not necessarily gain personally from legal breaches, but may lose personally from them because of fiduciary liability, so they will have excessively strong incentives to avoid such breaches. The Article connects the fiduciary duty to obey law with recent developments in financial regulation that have increased the obligations on directors of financial institutions to oversee risk. By requiring directors to be engaged with risk at a governance level, regulators have enhanced the probability that directors will face liability under their fiduciary duties if their institutions do not comply with financial regulations. As the Article explains, the policy tradeoff between enhanced compliance benefits and over-compliance costs of fiduciary liability is different in the context of financial regulation from that in other settings. For example, significant corporate penalties, as opposed to penalties borne by individual directors, may be inconsistent with the prudential goals of regulation, perhaps because of toobig- to-fail concerns. The fiduciary duty to cause the corporation to obey financial regulation, and a stricter application of this duty than the highly deferential standard that exists in Delaware law, has advantages that do not exist in other legal and regulatory contexts. (shrink)

The Open Corporation, originally published in 2002, set out a blueprint for effective corporate self-regulation, offering practical strategies for managers, stakeholders and regulators to build successful self-regulation management systems. Christine Parker examined the conditions under which corporate self-regulation of social and legal responsibilities were likely to be effective, covering a wide range of areas - from consumer protection to sexual harassment to environmental compliance. Focusing on the features that make self-regulation or compliance management systems (...) effective, Parker argued that law and regulators needed to focus much more on 'meta-regulating' corporate self-regulation if democratic control over corporate action was to be established. (shrink)

This paper investigates the development of corporate governance regulations in emerging economies, using the case of Bangladesh. In particular, the paper considers three issues: What type of corporate governance model may be suitable for an emerging economy such as Bangladesh? What type of model has Bangladesh adopted in reality? and What has prompted such adoption? By analysing the corporate environment and corporate governance regulations, the paper finds that, like many other developing nations, Bangladesh has also adopted (...) the Anglo-American shareholder model of corporate governance. Analysis of behaviours of principal actors in the Bangladeshi corporate governance scenario, using new institutionalism as a theoretical foundation, then reveals that such adoption may be prompted by exposure to legitimacy threats rather than efficiency reasons. (shrink)

Corporate social responsibility (CSR) is a relatively undeveloped concept despite its increasing importance to corporations. One difficulty is the possible inexactness of CSR. Another is the apparent reluctance by regulatory authorities and policy makers to intervene in the area. This is largely a result of inhibitions created by traditional approaches to company law with emphasis on shareholder protection and financial disclosure. The consequence is the stultification of independent development of CSR by tying social issues to financial performance. This attitude (...) might not be unconnected to the theoretical and practical challenges in justifying CSR and defining its scope. The underlying impediment is a factual and theoretical failure to distinguish ‘instrumental’ and ‘pure’ (ethical) CSR. This article demonstrates that ethical CSR highlights the role of regulation, and a principal stance is that regulation is neither incompatible nor irreconcilable with ethical CSR. The article argues that cognizance of the intrinsic moral justification of ‘pure’ CSR is required for delineating the scope of CSR as well as for clarifying the desirability and extent of its regulation. It argues that the dynamic history and visage of multinational corporate corruption illuminates the fluidity of the regulation–CSR relationship. The current and widening backlash against transnational corporate corruption is, arguably, a demonstration of the position that regulation and CSR are not mutually exclusive and absolute concepts. This article submits that recognition and application of this ‘ethical’ and ‘instrumental’ CSR distinction is fundamental to the development of CSR and resolution of connected questions of regulation. (shrink)

After a crisis, broad and sweeping reforms are enacted to restore trust. Following the 2007-2008 Great Financial Crisis, the European Union has engaged in an ambitious overhaul of banking regulation. One of its centerpieces, the 2013 Fourth Capital Requirements Directive, tackles, amongst other things, the perceived pre-crisis failings in the governance of banks. We focus on the provisions that are aimed at reshaping bank boards’ composition, functioning, and their members’ liabilities, and argue that they are unlikely to improve bank (...) boards’ effectiveness or prevent excessive risk-taking. We criticize some of them for mandating solutions, like board diversity and the separation of chairman and CEO, that may be good for some banks but are bad for others, in the absence of any convincing argument that their overall effect is positive. We also criticize enhanced board liability by showing that it may increase the risk of herd behavior and lead to more serious harm in the event of managerial mistakes. We also highlight that the push towards unfriendly boards will negatively affect board dynamics and make boards as dysfunctional as when the CEO dominates them. We further argue that limits on directorships and diversity requirements will worsen the shortage of bank directors, while requirements for induction and training and board evaluation exercises will more likely lead to tick-the-box exercises than under the current situation in which they are just best practices. We conclude that European policymakers and supervisors should avoid using a heavy hand, respectively, when issuing rules implementing CRD IV provisions with regard to bank boards and when enforcing them. (shrink)

In this article I examine corporate social reporting as a form of New Governance regulation termed “democratic experimentalism.” Due to the challenges of regulating the behavior of corporations on issues related to sustainable economic development, New Governance regulation—which has a focus on decentralized, participatory, problem-solving-based approaches to regulation—is presented as an option to traditional command-and-control regulation. By examining the role of social reporting under a New Governance approach, I set out three necessary requirements for social (...) reporting to be effective: disclosure, dialogue with stakeholders, and the moral development of the corporation. I then assess current social reporting practices against these requirements and find significant problems. In response, I propose one option for solving those problems, and encourage future researchers to consider the demands of these three requirements and the possible trade-offs between them when attempting to find ways to improve social reporting practices. (shrink)

In this article I examine corporate social reporting as a form of New Governance regulation termed “democratic experimentalism.” Due to the challenges of regulating the behavior of corporations on issues related to sustainable economic development, New Governance regulation—which has a focus on decentralized, participatory, problem-solving-based approaches to regulation—is presented as an option to traditional command-and-control regulation. By examining the role of social reporting under a New Governance approach, I set out three necessary requirements for social (...) reporting to be effective: disclosure, dialogue with stakeholders, and the moral development of the corporation. I then assess current social reporting practices against these requirements and find significant problems. In response, I propose one option for solving those problems, and encourage future researchers to consider the demands of these three requirements and the possible trade-offs between them when attempting to find ways to improve social reporting practices. (shrink)

It is imperative for the business community to act now to create global, industry-wide standards of conduct. Corporate strategy expert S. Prakash Sethi along with notable experts on issues of global codes of conduct take an in-depth look at global structures and how regulation works from a corporate perspective, providing case studies of several industries and governments who have begun implementing voluntary codes of conducts, including Equator Principles, ICMM, and The Kimberly Process._ He assesses the many types (...) of self-regulations that are currently underway and provides critical analysis for making these more effective, making this a must-read for academics, policy-makers, and corporate leaders. (shrink)

The view that corporate psychopathy played a significant role in causing the global financial crisis, although insightful, paints a reductionist picture of what we present as the broader issue. Our broader issue is the tendency for psychopathy, narcissism and Machiavellianism to cluster psychologically and culturally as ‘dark leadership’ within global financial institutions. Strong evidence for their co-intensification across society and in corporations ought to alarm financial regulators. We argue that an ‘ethical revival’ of prudence within prudential regulation ought (...) to be included in any package of solutions. Referencing research on moral muteness and the role of language in framing thoughts and behaviours, we recommend that regulators define prudence in an explicitly normative sense, an approach that may be further strengthened by drawing upon a widely appealing ethic of intergenerational care. An ethical revival of prudence, we argue, would allow the core problems of greed and myopia highlighted by corporate psychopathy theory to be addressed in a politically sensitive manner which recognises the pitfalls of regulating directly against corporate psychopathy. Furthermore, it would provide a viable conceptual framework to guide regulators along the treacherous path to more intrusive cultural regulation. (shrink)

In this article, I explore how the ideas of French philosopher Emmanuel Levinas offer insights into a debate often held today in the field of corporate governance, concerning the relative merits of statutory and voluntary approaches to the regulation of business. The philosophical position outlined by Levinas questions whether any rule-based systematisation of ethical responsibility, either statutory or voluntary, can ever equate to a genuine responsibility for the other person. I reflect on how various authors have adapted Levinas’s (...) philosophy to form a critique of bureaucracy and rule following in business, and the lack of ethical authenticity in corporate codes. However, this article also considers the question of whether a theoretical separation can be made between an ethical responsibility based on sensibility (as is suggested by Levinas) and a rational conceptualisation of how one is required to act. Considering the difficulty of disentangling these notions of ethics, I return to the problem of corporate governance and suggest an approach to stakeholder conflict based on mediation and dialogue, which rules out neither principles of conduct nor an openness of responsibility to the Other. (shrink)

ABSTRACT:The UN Framework on Human Rights and Business comprises the State’s duty to protect human rights, the corporate responsibility to respect human rights, and the duty to remedy abuses. This paper focuses on the corporate responsibility to respect. It considers how to overcome obstacles, arising out of national and international law, to the development of a legally binding corporate duty to respect human rights. It is argued that the notion of human rights due diligence will lead to (...) the creation of binding legal duties and that principles of corporate and tort law can be adapted to this end. Furthermore, recent legal developments accept an “enlightened shareholder value” approach allowing corporate managers to consider human rights issues when making decisions. The responsibility to respect involves adaptation of shareholder based corporate governance towards a more stakeholder oriented approach and could lead to the development of a new, stakeholder based, corporate model. (shrink)

This study examines whether penalties issued to Chinese listed companies by securities regulators for violations of corporate law affect the cost of debt, and the moderating role of corporate social responsibility fulfillment on this relationship. Our sample consists of firms listed on Shanghai and Shenzhen stock exchanges from 2011 to 2017 and the data are collected from the announcements of China Securities Regulatory Commission. The findings are as follows: punishment announcements by regulatory authorities increase the cost of debt; (...) and the effect of punishment announcements on the cost of debt is partially offset by prior CSR performance. These findings are shown to be robust. The reputation insurance effect of CSR is more pronounced in state-owned enterprises and in an institutional environment with low marketization, a weak legal environment, and low information transparency. The findings support the reputation insurance hypothesis of CSR and employ the cost of debt as a governance mechanism. (shrink)

Corporate scandals brought the issue of corporate governance to the forefront of the agendas of lawmakers and regulators in the early 2000s. As a result, Congress, the New York Stock Exchange, and the NASDAQ enacted standards to improve the quality of corporate governance, thereby enhancing the quantity and quality of disclosures by listed companies. We investigate the relationship between corporate governance strength and the quality of disclosures in pre- and post-regulation time periods. If cross-sectional differences (...) in corporate governance policies affect the quality of financial disclosures, the quality of information available to analysts varies with such policies. Specifically, higher quality disclosures, produced as a result of strong corporate governance, should lead to more accurate and less dispersed analysts’ forecasts. Our analysis suggests that voluntary implementation of stronger corporate governance enhanced the quality of disclosures in the pre-regulation period; however, exceeding current corporate governance standards does not appear to result in higher quality disclosures post-regulation. These results suggest that SOX and the stronger regulations enacted by U.S. exchanges were effective in reducing variation in the quality of financial information available to investors. (shrink)

This article examines whether economic performance could affect EID and how the relationship is determined by the form of ownership from voluntarism to regulation under the current Chinese context. In this study, our empirical results show that the relationship between firms’ performance and EID is complex and the interactive impact of ownership and economic performance on EID significantly varies from voluntary disclosure to mandatory disclosure. This study provides a more comprehensive understanding of the motivations in corporate EID. The (...) performance–impression theory can be used to explain the disclosure behaviors during the period of voluntary disclosure, while the pressure–legitimacy theory can be used during the period of mandatory disclosure. The finding suggests that when evaluating corporate EID associated with economic performance in emerging economies such as China, it needs to be cautious, as which tends to vary with the form of ownership and whether there is any mandatory regulation in place. (shrink)

This article presents an overview of traditional legal and regulatory incentives directed at achieving lawful corporate behavior, together with examples of more recent governmental incentives aimed at encouraging self regulation activities by corporations. These incentives have been differentiated into positive incentives that benefit corporations for actions that encourage or assist lawful behavior, and punitive incentives that only punish corporations for violations of legal or regulatory standards. This analysis indicates that traditional legal and regulatory incentives for lawful corporate (...) behavior are overwhelmingly punitive in their intended effects, while more recent governmental incentives to encourage voluntary corporate self regulation are much more positive in their intended effects.A prototype private compliance system containing typical features specified in governmental incentives for corporate self regulation was then analyzed applying the same positive/punitive analysis that was performed with the governmental incentives. This analysis suggests that corporate compliance programs that are structured to comply with Department of Defense regulations for defense contractors or the new Federal Organizational Sentencing Guidelines will reflect the same overwhelmingly punitive balance of incentives for lawful and ethical employee conduct as do the traditional legal and regulatory incentive systems for lawful corporate behavior. (shrink)

In their role as political actors and lobbyists, corporations have responsibilities to help determine the existence and content of global regulations of pollutants. The ethical nature of those responsibilities is highly sensitive to the assumed normative framework. This paper compares several frameworks by modeling them as differently weighted versions of utilitarianism. Under a strict neoclassical approach, corporations have a narrow obligation to maximize profits, which generally entails opposing emission regulations. In contrast, a stakeholder approach as well as Marxian and common (...) ethics approaches suggest that firms have an obligation to actively support sustainable emission regulations with the following properties • major restrictions would be global rather than local• global restrictions would apply in all cases of persistent emissions• global restrictions would apply to non-persistent emissions as well, unless they have been affirmatively shown to be safe using reasonably persuasive scientific evidence• safety thresholds would be set fairly restrictively, based on administrative models and rules of thumb, in light of existing scientific knowledge but without requiring full scientific justification• long-run goals would include zero emission of persistent unsafe substances.However, the stakeholder approach supports phase-in rules to mitigate short-run compliance costs. (shrink)

This paper seeks to examine the putative growth of corporate social responsibility (CSR) in Singapore. A key impetus for the nascent CSR movement in twenty-first century Singapore is the economic imperative. As a trade-dependent industrializing economy, the economic development drive coupled with the need for international expansion has made it necessary for Singapore businesses to be cognizant of the growing CSR movement in the western, industrialized world. The government supports the CSR endeavour with an instrumental bent, where CSR ideas (...) and concepts are adapted, incorporated, and promoted in various sectors of the economy. This paper assesses the state’s active encouragement of CSR in various facets of economic life in Singapore. The government sees itself as a promoter and practitioner of CSR. For instance, Singapore’s unique tripartite labor relations have recently emphasized a CSR gloss while CSR is also touted as being beneficial for corporate governance as well as improving the competitiveness of companies and improving the quality of life. However, CSR is too often seen as another form of corporate governance. This paper argues that the CSR drive in Singapore coheres with the government’s pragmatic approach to governance broadly conceived. There are many intrinsic and tangible benefits in the government being seen as an active promoter of CSR in various facets of Singapore life. The close association with the various concerns of CSR ensures that the government is seen to be involved in issues, such as environmentalism, work–life balance, anti-corruption, and philanthropy, that concern and appeal to the younger generation of Singaporeans. The CSR endorsement by the state, while not taking a legislative framework and still very much a private sector-driven initiative, is in accord with Singapore’s political and cultural values where the promotion of social responsibility (individual and group), harmony, cohesion, and stability in a multi-racial, multi-religious, and multi-lingual society are very much valued. In studying the putative CSR movement in Singapore, a sense of the values that the state, in partnership with the business world, hopes to inculcate would be evident. (shrink)

Business Ethics, the Environment & Responsibility, Volume 31, Issue 2, Page 323-345, April 2022.

The United Nations ‘Protect, Respect and Remedy’ Framework,developed by the U.N. Special Representative JohnRuggie, brings together social expectations and law into anemerging policy framework of direct relevance to corporate social responsibility, CSR. The principle source of the Framework’s significance for the policy and practice of CSR is its definition of the theory of business responsibility for human rights as arising from business activities and relationships, and its deployment of due diligence for human rights risk as the core operational concept (...) of this theory of responsibility. The article considers the responsibility to respect human rights in light of theories about polycentric regulatory regimes and draws the conclusion that the Ruggie Framework creates a regulator dynamic in which both voluntarism and law have relevant and reinforcing roles to play in governing business behavior. In the wake of the adaptation of the Framework by the UN, the challenge for the field of CSR will be to adapt to an emerging reality in which business responsibility for ‘the social’ is increasingly a question of compliance and beyond. (shrink)

I argue that a governance perspective on corporate social responsibility (CSR) makes it possible to explain why the concept will always be under‐defined, is normative and thus political by nature, and is and should be difficult to measure. The perspective also makes it possible to understand the interaction between corporate values and stakeholders values.In processes of dialogue within governance systems and governance structures, changing insights into the principles of CSR can lead to regulation or its adjustment. Power (...) is important in these dialogues. Principles are at least partly shaped within governance systems and governance structures, and they influence the outcomes of corporate policies. Changes within the regulatory framework could also lead to changes in the principles of CSR.Value attunement processes could lead to regulation, which again influences the governance structures and thus the power of stakeholders within the dialogue. The theoretical model provided helps to analyze why CSR is different in companies, cultures and academic traditions. (shrink)

Recent discussions on corporate citizenship highlight the new political role of corporations in society by arguing that corporations increasingly act as quasi-governmental actors and take on what hitherto had originally been governmental tasks. By examining political and sociological citizenship theories, the authors show that such a corporate engagement can be explained by a changing conception of corporate citizens from corporate bourgeois to corporate citoyen. As an intermediate actor in society, the corporate citoyen assumes co-responsibilities (...) for social and civic affairs and actively collaborates with fellow citizens beyond governmental regulation. This change raises the question of how such corporate civic engagement can be aligned with public policy regulations and how corporate activities can be integrated into the democratic regime. To clarify the mode of CC contributions to society, the authors will apply the tenet of subsidiarity as a governing principle which allows for specifying corporations’ tasks as intermediate actors in society. By referring to the renewed European Union strategy for Corporate Social Responsibility, the authors show how such a subsidiary corporate-governmental task-sharing can be organized. (shrink)

Corporate citizenship challenges the foundations and working of the basic institutions market, state and civil society. These institutional changes complicate the work of the manager, because the responsibilities of management are not only increasing, they are also becoming vaguer and more elusive. In this paper, I will analyze the new, complex responsibilities of management in terms of the scope and the legitimizationof corporate citizenship. What may we expect of individual organizations? Which wishes of which stakeholders should be honored? (...) How can we legitimize the new societal and public role of business firms? The outcome of this analysis will be translated to the practice of management; how can we strengthen the social responsibility of managers? Four options will be discussed. (1) Market regulation, which binds the actions of managers. (2) Professionalization of management, which seeks for better information. (3) Moral management, which incorporates norms and values from outside the market. (4) Stakeholder management, which leaves room for the participation of stakeholders. These options can be schematized according to an internal-external axis and an objective-subjective axis. I will show that stakeholder management fits the best with the idea of corporate citizenship, but has serious risks of failing. (shrink)

Under conditions of growing interconnectedness of the global economy, more and more stakeholders are exposed to risks and costs resulting from business activities that are neither regulated nor compensated for by means of national governance. The changing distribution of risks poses a threat to the legitimacy of business firms that normally derive their legitimacy from operating in compliance with the legal rules of democratic nation states. However, during the process of globalization, the regulatory power of nation states has been weakened (...) and many production processes have been shifted to states with weak regulatory frameworks where businesses operate outside the reach of the democratic nation state. As a result, business firms have to address the various legitimacy challenges of their operations directly and cannot rely upon the legitimacy of their regulatory environment. These developments challenge the dominant approach to corporate governance that regards shareholders as the only stakeholder group in need of special protection due to risks not covered by contracts and legal regulations. On the basis of these considerations, we argue for a democratization of corporate governance structures in order to compensate for the governance deficits in their regulatory environment and to cope with the changing allocation of risks and costs. By way of democratic involvement of various stakeholders, business firms may be able to mitigate the redistribution of individual risk and address the resulting legitimacy deficits even when operating under conditions of regulatory gaps and governance failure. (shrink)

For centuries in the UK and elsewhere, charities have been widely regarded as admirable and virtuous organisations. Business corporations, by contrast, have been characterised in the popular imagination as entities that lack a capacity for moral judgement. Drawing on the philosophical literature on the moral agency of organisations, we examine how the law shapes the ability of charities and business corporations headquartered in England to exercise moral agency. Paradoxically, we find that charities are legally constrained in exercising moral agency in (...) ways in which business corporations are not. Implications for charities and business corporations are then explored. (shrink)

This research involves a review of the submissions to a 2005/06 Australian Government Inquiry into Corporate Social Responsibility. The Inquiry was established to investigate whether corporate social responsibilities and accountabilities should be regulated, or left to be determined by market forces. Our results show that the business community overwhelming favour an anti-regulation approach whereby corporations should be left with the flexibility to determine their social responsibilities and associated accountabilities and ‘enlightened self-interest’ should be retained as the guiding (...) mechanism for social responsibility initiatives. In stark contrast, the submissions from social and environmental organisations and individuals provided counter-arguments in favour of a pro-regulation view. Ultimately Government embraced the ‘free market perspective’ promoted by the business community and decided against the introduction of national legislation pertaining to corporate social responsibilities. (shrink)

Backdating of stock options is an example of an agency problem. It has emerged despite all the measures (i.e., new regulations and additional corporate governance mechanisms) aimed at addressing such problems? Beyond such negative controlling measures, a more positive empowering approach based on ethics may also be necessary. What ethical measures need to be taken to address the agency problem? What values and norms should guide the board of directors in protecting the shareholders' interests? To examine these issues, we (...) first discuss the role values and norms can play with respect to underlying corporate governance and the proper role of directors, such as transparency, accountability, integrity (which is reflected in proper mechanisms of checks and balances), and public responsibility. Second, we discuss various stakeholder approaches (e.g., government, directors, managers, and shareholders) by which conflicts of interest (i.e., the agency problem) can be addressed. Third, we assess the practice of backdating stock options, as an illustration of the agency problem, in terms of whether the practice is legally acceptable or ethically justifiable. Fourth, we proceed to an analysis of good corporate governance practice involving backdating options based on a series of ethical standards including: (1) trustworthiness; (2) utilitarianism; (3) justice; and (4) Kantianism. We conclude that while executive compensation schemes (e. g., stock options) were originally intended to help remedy the agency problem by tying together the interests of the executives and shareholders, these schemes may have actually become "part of the problem," and that the solution ultimately depends upon whether directors and executives accept that all of their actions must be based on a set of core ethical values. (shrink)

In this article we examine the association between corporate social responsibility (CSR) and firm value. This line of research is important since firms continue to invest in CSR even though past studies reveal a limited linkage between financial value and CSR. However, the business case for CSR or “doing good while making a profit,” appears to be advancing within the business ethics literature as a preferred conception of CSR. We conjecture that the greater unification and refinement of both profit (...) maximization and stakeholder interests through corporate acts, not statements alone, will sustain the financial value of CSR in a less regulated global business environment. We study the triangle of what companies say, what companies do, and firm financial performance. We analyze Fortune 250 firms and find a positive association between what companies do based on KLD Research and Analytics, Inc. (KLD) ratings, and what companies state about ethics in their CSR statements. We then employ regression analysis and find that companies’ socially responsible acts are positively associated with overall firm value and financial performance. Yet we do not find a statistically significant association between what companies say regarding ethics in their CSR statements and their financial outcomes. These results suggest that firm value and financial performance is associated with what companies do and not what they say. Our results seem to be driven by multinational corporations (MNCs) and not by non‐MNCs. This is possibly because MNCs generally operate in a less regulated global business environment that often necessitates strong ethical corporate leadership to further stakeholder interests. Overall, these results help reconcile corporate and stakeholder objectives since evidence of a link between financial performance and doing good sustains global CSR. (shrink)

This paper presents a roadmap of Finnish companies adopting and managing corporate social responsibility (CSR). It discusses the companies' views on CSR and highlights the practices that Finnish companies have adopted or are currently adopting. It also presents a framework that outlines the CSR processes and management prospects. Results showed that Finnish companies are progressively managing CSR. This newly revived thinking about social responsibility is viewed as an issue traced back from Finland's history of industrial development. There is no (...) general definition of CSR; however, various concepts are connoted into it. Driven by several factors, CSR is developing gradually as indicated by the positive responses and initiatives of the companies. CSR management and practices towards employees, suppliers, community and customers are well defined locally based generally on established socially responsible behavior which could be articulated by laws and regulations, corporate values and business ethics. However, managing CSR with a global scope, problems such as; lack of information and structured management system, different views and interpretations, supply chain complexities, overlap with environmental issues, etc. often lead some companies to manage CSR haphazardly. Views and management of CSR are also influenced by some distinct Finnish cultural attributes. An initial conceptual framework for CSR is drawn reflecting the current practices and prospects for management strategies. Such framework can be used in organizing and streamlining CSR elements for effective management approaches and measuring of performance. It could be expected that in due time, the efforts of the companies will become more evident, organized and systematically managed. (shrink)

Because corporate social responsibility can be beneficial to both companies and its stakeholders, interest in factors that support CSR performance has grown in recent years. A thorough integration of CSR in core business processes is particularly important for achieving effective long-term CSR practices. Here, we explored the individual CSR-related competencies that support CSR implementation in a corporate context. First, a systematic literature review was performed in which relevant scientific articles were identified and analyzed. Next, 28 CSR directors and (...) managers were interviewed. The literature review complemented with interview data resulted in the following eight distinct CSR-related competencies: Anticipating CSR challenges; Understanding CSR-relevant systems and subsystems; Understanding CSR-relevant standards; CSR management competencies, including Leading CSR programs, Managing CSR programs, and Identifying and realizing CSR-related business opportunities; Realizing CSR-supportive interpersonal processes; Employing CSR-supportive personal characteristics and attitudes; Personal value-driven competencies, including Ethical normative competencies, Balancing personal ethical values and business objectives, and Realizing self-regulated CSR-related behaviors and active involvement; and Reflecting on personal CSR views and experiences. Based on these results, implications for further research on this topic, as well as implications for practitioners, are discussed. (shrink)

This paper offers an evaluation of corporate policy and practice in respect of corporate social responsibility (CSR) deriving from an analysis of qualitative data, obtained during semi-structured interviews with the representatives of 16 companies from a variety of UK sectors including retail, mining, financial services and mobile telephony. The findings of the empirical survey are presented in five sections that trace chronologically the process of CSR policy development. The first identifies the meaning attributed to CSR by the respondent (...) companies followed in the second section by the factors that are driving them to implement the CSR agenda. The third examines the use of the language of CSR and the concept’s role as either a substantive concept or simple label. The fourth identifies the criteria used for determining CSR policies and the objectives underlying them. The fifth and final section offers an analysis of the respondents’ predictions as to the future development of CSR. On the basis of the findings of the survey, this paper argues that, despite genuine attempts on the part of those responsible for CSR policy development to address stakeholder concerns, the context within which CSR has been implemented hinders its potential to offer stakeholders sufficient information by which to evaluate corporate performance in respect of CSR and the ability of CSR to operate as a meaningful and systematic constraint on corporate behaviour. (shrink)

When the Toxic Substances Control Act was passed by the US Congress in 1976, its advocates pointed to new generation of genotoxicity tests as a way to systematically screen chemicals for carcinogenicity. However, in the end, TSCA did not require any new testing of commercial chemicals, including these rapid laboratory screens. In addition, although the Environmental Protection Agency was to make public data about the health effects of industrial chemicals, companies routinely used the agency’s obligation to protect confidential business information (...) to prevent such disclosures. This paper traces the contested history of TSCA and its provisions for testing, from the circulation of the first draft bill in the Nixon administration through the debates over its implementation, which stretched into the Reagan administration. The paucity of publicly available health and environmental data concerning chemicals, I argue, was a by-product of the law and its execution, leading to a situation of institutionalized ignorance, the underside of regulatory knowledge. (shrink)

This study focuses on why some companies in developing countries go beyond environmental regulations when implementing their corporate environmental social responsibilities or citizenship behavior. Drawing mainly upon the new institutional theory, this study develops a conceptual framework to explain three institutional factors: companies’ market orientations, industrial characteristics, and corporate identities. Accordingly, we suggest that companies from developing countries that are oriented to markets in developed countries, operate in highly concentrated industries, and have missionary identities adopt corporate environmental (...) citizenship behavior by going beyond environmental regulations. The study also discusses the theoretical, policy, and managerial implications of the conceptual framework. (shrink)

Corporate behaviour is often regulated through the criminal law by means of reverse onus offences. Such offences are alleged to involve violations of the Presumption of Innocence. Such allegations almost always assume natural persons as defendants. The arguments supporting reverse onus offences are typically instrumental, to do with the importance of the social goals promoted and the ease of proof. The Presumption of Innocence is taken to be an autonomy right of natural persons and so not subject to being (...) sidelined for reasons of law enforcement expediency. Corporations, however, are not natural persons: they have no autonomy right not to be treated as means. It may well be, then, that reverse onus offences are justified in the case of corporate defendants. I argue that the Presumption is not violated by such offences in the case of corporate defendants. I develop a broad concept of the criminal justice system as an allocative system, and argue that reverse onus offences properly allocate the burden of proof for corporations. Specifically, I argue that the normative demand for legal innocence is sufficiently met by the availability of a due diligence defence; that the responsibility of corporations when prohibited harms occur is properly a form of outcome-responsibility; and that taking into account issues of reciprocity, legitimacy and power reverse onus offences justly allocate the burden of proof in the case of corporate defendants. (shrink)

This article considers what policy reforms may help catalyze corporate commitment to combating corruption. The starting point for this discussion is a voluntary, corporate principles approach to self-regulation. Such an approach should seek to encourage corporations to implement effective compliance and ethics programs and to disclose information related to their anti-corruption activities to relevant stakeholders. Although a corporate principles approach is a private initiative, there is a significant role for the public sector. This article discusses some (...) of the ways that the public sector can support and further the goals of a corporate principles approach to combating corruption. The reforms discussed in this article include amnesty programs for corporations that self-disclose corrupt payments, the use of corporate monitors in the enforcement of anti-corruption laws, expanding the definition of corruption in criminal laws, sustainability reporting indicators related to bribery, and the implementation of multi-stakeholder initiatives to support a corporate principles approach. (shrink)

Given the increasing importance attached to both corporate social responsibility (CSR) and corporate governance, this study investigates the association between these two complimentary mechanisms used by companies to enhance relations with stakeholders. Consistent with both legitimacy and stakeholder theory and controlling for industry profile, firm size, stockholder power/dispersion, creditor power/leverage, and economic performance, our analysis of the annual reports for a sample of 222 listed companies suggests that firms providing more CSR information: have better corporate governance ratings; (...) are larger; belong to higher profile industries; and are more highly leveraged. Our findings support the limited prior research suggesting a link between corporate governance quality and CSR disclosure in company annual reports and suggest that, rather than mandating specific disclosures, regulators might be better served focussing on corporate governance quality as a way of increasing CSR disclosures. (shrink)

This research aims to explore the relationship between corporate governance and CSR: What are the major factors that play a direct role in the establishment of this relationship? How does context and institutional background impact upon the relationship between CSR and Governance? Using in-depth semi-structured interviews from two types of governance systems in three countries over three years, this study has demonstrated that in practice, within different settings, CSR is being used both as a strategy as well as a (...) reaction to different drivers. We call this adaptive governance where governance can be defined as a flexible system of action incorporating strategic and monitoring activities that determines the way a company enacts its responsibilities to its shareholders and stakeholders and which is determined at any given time by the interrelationship of institutional drivers and behavioural norms. Governance systems and their interrelationships with CSR are demonstrated as fluid according to the national and institutional context, economic situation and industry impact. In the eyes of practitioners corporate governance includes both structural and behavioural factors as well as responsibilities and actions towards shareholders and stakeholders. Contextual factors that this research highlights to be important to the incorporation of CSR into governance include the economic environment, national governance system, regulation and soft law, shareholders, national culture, behavioural norms and industry impacts. Hypotheses on the impact of institutional contexts, industry impacts and economic situations on different types of CSR actions are proposed for further research. (shrink)

The convergence of corporate social responsibility (CSR) and corporate governance (CG) has changed the corporate accountability mechanism. This has developed a socially responsible ‘corporate self-regulation’, a synthesis of governance and responsibility in the companies of strong economies. However, unlike in the strong economies, this convergence has not been visible in the companies of weak economies, where the civil society groups are unorganised, regulatory agencies are either ineffective or corrupt and the media and non-governmental organisations do (...) not mirror the corporate conscience. Using the case of Bangladesh, this article investigates the convergence between CSR and CG in the self-regulation of companies in a less vigilant environment. (shrink)

There is little doubt that Corporate Social Responsibility (CSR) is now a global concept and a prominent feature of international business, with its practice localised and differing across countries. Despite the growing body of research focussing on CSR in developing countries, there is dearth research on CSR institutionalisation in African countries. Drawing on institutional theory (IT), this article examines the focus and form of CSR practice of companies in Kenya. It is evident from our findings that the nature and (...) orientation of CSR differ across companies with operations only in Kenya and those headquartered abroad or with international operations. Significantly, firm-related drivers such as public relations and performance, as well as global institutional pressures explain the focus and form of CSR in Kenya. This article concludes that for the institutionalisation of CSR in Kenya, attention must be paid to conditions that stifle CSR uptake such as lack of government regulations, and the government's capacity and commitment to enforce regulation. The establishment of functional CSR institutions and a vibrant civil society that advance civil regulation ought to be encouraged. (shrink)