Corporate Purpose and the Misleading Shareholder vs Stakeholder Dichotomy
Corporate purpose has again become a topic of discussion in company law and corporate governance. In the European Union, the tension between the societal approach to companies with its long history and the efficiency-based approach with its much shorter history (and weaker basis) is palpable in the...
| Main Authors: | , |
|---|---|
| Format: | Article |
| Language: | English |
| Published: |
Bond University
2024-03-01
|
| Series: | Bond Law Review |
| Online Access: | https://doi.org/10.53300/001c.94050 |
| _version_ | 1797260486662684672 |
|---|---|
| author | Beate Sjåfjell Jukka Mähönen |
| author_facet | Beate Sjåfjell Jukka Mähönen |
| author_sort | Beate Sjåfjell |
| collection | DOAJ |
| description | Corporate purpose has again become a topic of discussion in company law and corporate governance. In the European Union, the tension between the societal approach to companies with its long history and the efficiency-based approach with its much shorter history (and weaker basis) is palpable in the heated debates ever since the European Commission launched its Sustainable Corporate Governance initiative in 2020. In this debate, shareholder primacy proponents have sought to frame the discussion within what we call a shareholder v stakeholder dichotomy.
The dichotomy is misleading and dangerous in the way it takes company law proper out of the discussion and reinforces the shareholder primacy drive. We reject the dichotomy as a meaningful framing of the debate and seek to dismantle some of the strawmen set up on the road towards sustainable corporate governance. We instead discuss corporate purpose as a matter of company law and relevant to ensuring the contribution of business to sustainability, and how such an overarching purpose could be operationalised with a redefinition of duties of the board. With this backdrop, we analyse the Sustainable Corporate Governance initiative, concentrating on company law and sustainability aspects of the proposed Corporate Sustainability Due Diligence Directive. |
| first_indexed | 2024-04-24T23:26:06Z |
| format | Article |
| id | doaj.art-8f48883fff9546d89a74ff87a2076034 |
| institution | Directory Open Access Journal |
| issn | 1033-4505 2202-4824 |
| language | English |
| last_indexed | 2024-04-24T23:26:06Z |
| publishDate | 2024-03-01 |
| publisher | Bond University |
| record_format | Article |
| series | Bond Law Review |
| spelling | doaj.art-8f48883fff9546d89a74ff87a20760342024-03-16T00:39:43ZengBond UniversityBond Law Review1033-45052202-48242024-03-01342Corporate Purpose and the Misleading Shareholder vs Stakeholder DichotomyBeate SjåfjellJukka MähönenCorporate purpose has again become a topic of discussion in company law and corporate governance. In the European Union, the tension between the societal approach to companies with its long history and the efficiency-based approach with its much shorter history (and weaker basis) is palpable in the heated debates ever since the European Commission launched its Sustainable Corporate Governance initiative in 2020. In this debate, shareholder primacy proponents have sought to frame the discussion within what we call a shareholder v stakeholder dichotomy. The dichotomy is misleading and dangerous in the way it takes company law proper out of the discussion and reinforces the shareholder primacy drive. We reject the dichotomy as a meaningful framing of the debate and seek to dismantle some of the strawmen set up on the road towards sustainable corporate governance. We instead discuss corporate purpose as a matter of company law and relevant to ensuring the contribution of business to sustainability, and how such an overarching purpose could be operationalised with a redefinition of duties of the board. With this backdrop, we analyse the Sustainable Corporate Governance initiative, concentrating on company law and sustainability aspects of the proposed Corporate Sustainability Due Diligence Directive.https://doi.org/10.53300/001c.94050 |
| spellingShingle | Beate Sjåfjell Jukka Mähönen Corporate Purpose and the Misleading Shareholder vs Stakeholder Dichotomy Bond Law Review |
| title | Corporate Purpose and the Misleading Shareholder vs Stakeholder Dichotomy |
| title_full | Corporate Purpose and the Misleading Shareholder vs Stakeholder Dichotomy |
| title_fullStr | Corporate Purpose and the Misleading Shareholder vs Stakeholder Dichotomy |
| title_full_unstemmed | Corporate Purpose and the Misleading Shareholder vs Stakeholder Dichotomy |
| title_short | Corporate Purpose and the Misleading Shareholder vs Stakeholder Dichotomy |
| title_sort | corporate purpose and the misleading shareholder vs stakeholder dichotomy |
| url | https://doi.org/10.53300/001c.94050 |
| work_keys_str_mv | AT beatesjafjell corporatepurposeandthemisleadingshareholdervsstakeholderdichotomy AT jukkamahonen corporatepurposeandthemisleadingshareholdervsstakeholderdichotomy |