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1
Cherkasova, Oxana, and Sergey Sosnovskikh. "Legal and social aspects of the state participation in the governance of the large corporations in Russia." E3S Web of Conferences 222 (2020): 06004. http://dx.doi.org/10.1051/e3sconf/202022206004.
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This paper evaluates the legal status of the Russian federal government as a corporate governance participant using the example of large sectorial companies. The state commonly regulates economic processes and focuses on pursuing the public interest. It also acts as a guarantor of social responsibility, and this affects decision-making processes in state-owned corporations. In Russia, the federal government has always played an essential role in the business activities of enterprises. Many companies are known to be state-owned or have close links to the state authorities and policymakers. This raises an academic debate concerning the development of market competition, state participation, and business environment. We propose approaches to understanding the participation of the state and unitary enterprises in corporate governance in Russia. By employing secondary data analysis as well as examining the Russian legislation in corporate law, we attempt to determine the legal and social status of the federal government in managing large corporations. This study addresses the issues of the duality of the legal status of the government in corporate governance and its impact on managerial decision-making.
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Daugareilh, Isabelle. "Employee participation, ethics and corporate social responsibility." Transfer: European Review of Labour and Research 14, no. 1 (January 1, 2008): 93–110. http://dx.doi.org/10.1177/102425890801400109.
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Employee participation is deemed necessary in the name of good governance and corporate social responsibility. For this reason it forms an essential aspect of legal instruments drafted by international public institutions and aimed at multinational enterprises. Despite this, enterprises clearly prefer to take a unilateral approach in the rules they adopt to implement CSR policies, and an individual approach to employee relations, to the detriment of collective labour relations. CSR thus presents two radically different facets: one of which is favourable to transnational social dialogue, while the other presents firms with an opportunity to regain areas of control over their employees at the expense of public freedoms and fundamental rights. The co-existence of these two aspects of CSR confronts public authorities with the following dilemma: either they allow self-regulation to take its course, and risk seeing violations of international labour law and national legislation, or they intervene in order to ensure compliance with existing international instruments.
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Naz, Raveena. "Efficacy of corporate social responsibility in corporate governance structures of family owned business groups in India." Corporate Governance and Organizational Behavior Review 2, no. 1 (2018): 52–68. http://dx.doi.org/10.22495/cgobr_v2_i1_p5.
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The concept of ‘Corporate Social Responsibility’ (CSR) has often relied on firms thinking beyond their economic interest despite the larger debate of shareholder versus stakeholder interest. India gave legal recognition to CSR in the Companies Act, 2013. CSR in India is believed to be different for two reasons: the dominance of family business and the history of practice of social responsibility as a form of philanthropy (mainly among the family business). This paper problematises the actual structure of business houses in India and the role of CSR in a context where the law identifies each company as a separate business entity while the economics of institutions emphasizes the ‘business group’ consisting of a plethora of firms as the institutional organization of business where capital owned or controlled by the family group is spread across the firms through the interlocked holding structures. Within this framework, the largest family firms, which are part of family owned business groups, top the CSR expenditure list. The governance structure of family firms allows family owned business group to show mandatory compliance of CSR even when they actually spend much less than what is prescribed by law. This aspect of the family firms is not addressed by the CSR legislation in particular or corporate governance legislation in general in India. The paper illustrates this with an empirical study of one of the largest family owned business group in India Reliance Industries Limited (RIL), which is well acclaimed for its CSR activities. The paper demonstrates how the business group through these series of shareholding network reduces its legally mandated CSR liability. The paper thus indicates the inadequacy of CSR legislation in India because the unit of compliance is an individual firm and it assumes that each firm is independent and only connected to each other through market dealings. The law does not recognize the inter-connections of firms (through common ownership and control) in corporate governance structures of family owned business group and hence is inadequate in its design to effect the threshold level of CSR expenditure. This is the central argument of the paper.
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Ndjetcheu, Louis. "Social Responsibility and Legal Financial Communication in African Companies in the South of the Sahara." International Journal of Innovation in the Digital Economy 4, no. 4 (October 2013): 1–17. http://dx.doi.org/10.4018/ijide.2013100101.
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In an environment marked by growing claims regarding corporate social responsibility (CSR), debates on governance show the need for taking into account all the legitimate involved parties of the company within the framework of the legal or voluntary financial communication (Dowling and Pfeffer, 1975; Lind B lom, 1994; Gray et al.., 1995). If the accounting regulation, the laws and the rules in western countries require the consideration of the environmental aspects in the accounts and the annual reports of companies (Law NRE, Art 116, 2001), paradoxically in Africa, the OHADA accounting law remains silent on the problems of management generated by this CSR. Is this disinterest for the CSR justified for the OHADA accounting law? Does it mean that the CSR is excluded from African companies? Does it mean that in the OHADA zone the companies are in advance compared to the accounting legislation? In other words, is the OHADA accounting law still relevant to play its role of macroeconomic regulator? This paper examines the evaluations of the social and environmental impacts of the activities of companies and their integration in final accounts for a reliable, true financial communication and reflecting a true and fair view in the OHADA zone.
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Medvedeva, T., and A. Timofeev. "Studying Demand for Institutes of Corporate Governance: Legal Aspects." Voprosy Ekonomiki, no. 4 (April 20, 2003): 50–61. http://dx.doi.org/10.32609/0042-8736-2003-4-50-61.
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The article analyzes legal aspects of institutes of corporate governance. Different draft laws "On Joint-Stock Companies" are considered which reflected interests of separate groups of participants of market relations. Stages of property redistribution are outlined. The advantages of the model of the open joint-stock company are formulated. Special attention is paid to the demand for legal institutes of corporate governance as well as to the process of accepting the Federal Law "On Entering Amendments to the Federal Law "On Joint-Stock Companies"" which was enacted in 2002. The article contains proposals directed at improvement of corporate legislation.
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Amodu, Nojeem. "Stakeholder Protection and Corporate Social Responsibility from a Comparative Company Law Perspective: Nigeria and South Africa." Journal of African Law 64, no. 3 (September 17, 2020): 425–49. http://dx.doi.org/10.1017/s0021855320000212.
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AbstractThere have been notable legislative advancements, as well as improvements in corporate governance codes, aimed at protecting stakeholder rights. However, how much protection have they really afforded stakeholders against socially irresponsible corporate behaviour? This article undertakes a comparative analysis of the legal framework underlying South Africa's stakeholder-inclusive approach and Nigeria's environmental, social and governance or sustainability corporate reporting. It identifies a misplaced philosophical background as well as policy misalignment of corporate governance codes and primary corporate law as critical factors that undermine efforts to embed responsible corporate behaviour in order to safeguard the interests of qualified and legitimate stakeholders. It recommends specific amendments to address the ideological defect and align corporate governance codes with primary corporate legislation in these two countries.
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Uzma, Shigufta Hena. "Embedding corporate governance and corporate social responsibility in emerging countries." International Journal of Law and Management 58, no. 3 (May 9, 2016): 299–316. http://dx.doi.org/10.1108/ijlma-04-2015-0015.
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Purpose This paper aims to examine how the governance structure incorporates corporate social responsibility (CSR) into corporate behaviour in the perspective of the external environment within emerging countries. Design/methodology/approach The paper reviews the various CSR legislations enacted in the global context and in particular reference to the Indian Companies Act 2013. Findings The embedded relationship between CSR and corporate governance (CG) is an outcome of extensive dimensions such as ownership structure, stakeholder approach and other external environmental factors such as the government regulations and legislation, legal enforcement and corporate disclosure culture. Originality/value The enactment of the Companies Act 2013 in India has infused a new direction for the corporations in implementing CSR and CG practices. This paper throws light on the coverage of the Companies Act 2013 and various challenges faced by the companies in the applicability of the CSR and CG framework in the Indian context.
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SHEMSHUCHENKO, Yurii S., and Anatoliy V. KOSTRUBA. "Legal Aspects of Corporate Management in the Context of International Law Rules." Journal of Advanced Research in Law and Economics 11, no. 4 (June 15, 2020): 1416. http://dx.doi.org/10.14505/jarle.v11.4(50).38.
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This study sets the task of studying the legal aspects of corporate governance in the context of existing international law. Consideration of issues related to the legal aspects of corporate governance is of great importance for the development of common criteria for evaluating their activities from the point of view of existing legal norms. The development of ever new forms of public organizations and the need to develop legislative norms to regulate their activities only emphasizes the importance of the issue under study. The relevance of this problem is of particular importance in light of the fact that to date, the laws of most countries have not yet developed clear criteria governing the corporate activity. This fact leads to difficulties in studying this issue and the high probability of misunderstanding in matters of corporate activity and corporate governance features, not to mention giving this activity a proper assessment from the standpoint of the norms of current legislation. This study sets the task of studying the fundamental legal rules regulating the corporate governance of Ukraine and foreign countries with the identification of the similarities and differences of existing legal standards. The method of comparative analysis of works of domestic and foreign researchers in the framework of the subject under consideration was selected. The applied value of this material is to identify the main criteria for the compliance of the current aspects of corporate governance with international law with a view to the subsequent application of the results in practice. The research prospects in this direction from a legal point of view consist in comparing the current legislative acts regulating international law with regard to corporate governance issues, which opens up great opportunities for analysis of all the provisions of corporate governance and bringing them into line with the norms of existing international law.
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Ma, Fang. "Editorial: New developments in corporate law and governance." Corporate Law and Governance Review 4, no. 2 (2023): 4–6. http://dx.doi.org/10.22495/clgrv4i2editorial.
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This new issue contains articles that deal with both theoretical and practical aspects related to corporate law and corporate governance in countries such as India, Indonesia, Greece, Jordan, and the United Arab Emirates (UAE). A wide range of fascinating topics is covered, including corporate social responsibility (CSR), bribery, cryptocurrency and money laundering, free trade agreements (FTAs), and the World Trade Organization (WTO)
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Ilmonen, Klaus R. "Corporate Governance and Accountability in an Evolving Political Environment." European Business Law Review 32, Issue 5 (October 1, 2021): 817–52. http://dx.doi.org/10.54648/eulr2021029.
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The political environment of corporations has been evolving rapidly. There has been increasing pressure to hold corporations accountable for social, environmental and political aspects of the business enterprise – even the very purpose of the corporation has been challenged. The salience of corporate matters has increased overall as a result of changes in the political environment and an increasing awareness of corporate externalities. With the growing economic and political significance of corporations, corporate governance has emerged as a relevant framework for political action. These developments have affected the relationships among corporate constituencies and the boundaries of the corporate enterprise. Based on a political approach to corporate governance, this paper considers the resulting implications for the legal premises of corporate governance in an EU context. The paper argues that current corporate structures may not reflect the requirements of the rapidly evolving political environment. Corporate governance, corporate social responsibility, politicization of the corporation
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Ali, Naheeda, and Kanwal Iqbal Khan. "Corporate Social Responsibility: A Commercial Law Perspective." Global Legal Studies Review VII, no. II (June 30, 2022): 26–35. http://dx.doi.org/10.31703/glsr.2022(vii-ii).03.
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The disparity between the affluent and the poor in Pakistani society has widened. Although the state's "invisible hand" control is the cause of sustainability, there are numerous places where it may be improved. This study investigates the tight relationship between Commercial laws, social responsibility, and systematic development of corporate social responsibility (CSR) from a commercial law viewpoint. It also examines a correlation between CSR and Corporate Governance about Corporate Financial Performance, as well as the impacts of corporate strategies, Board resolutions, and decisions on corporate performance through various aspects of the 4Ps (People, Purpose, Process, and Performances). The study concludes that we can only get better results by combining all with the law, mainly through CSR activities. This research aims to enhance Pakistan's long-term commercial and social growth.
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Shayo, Daniel A. M. "Corporate Tax Law and Corporate Social Responsibility in Tanzania: An Examination of their Relationship." Eastern Africa Law Review 46, no. 2 (December 31, 2019): 1–39. http://dx.doi.org/10.56279/ealr.v46i2.1.
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Whether adopted voluntarily or imposed through legislation, Corporate Social Responsibility (CSR) has an impact on existing laws. This article examines the relationship between CSR and compliance with corporate tax in Tanzania. It is observed that, while on the one hand, ethical and moral aspects of CSR should help to improve tax compliance in a particular jurisdiction on the other hand, adoption of CSR may come with corporate tax benefits to the companies. However, given the wide range of activities of the state which are financed by tax revenue, the article emphasizes on the need to include an item on corporate tax compliance in CSR reports. Also, it calls for deliberate efforts by the state to improve and prioritize provision of public as well as social services. Such measures will reduce reliance on CSR programmes in the provision of public and social services, aspects, which raise issues of legitimacy in a democratic state. Key Words: CSR and corporate tax, corporate tax law, income tax law, social welfare, public welfare, allowable deductions.
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Dr. Shefali Raizada, Prof. "Social policy and social legislation A jurisprudential interface." International Journal of Engineering & Technology 7, no. 2.4 (March 10, 2018): 151. http://dx.doi.org/10.14419/ijet.v7i2.4.13027.
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Principle of democracy as governance is for the people by the people and of the people. People are not the recipient of state framed policies and programs. Citizens are not only consumers, choosers or users, but active participants for making and shaping the policies.According to Duguit, “Essence of law is to serve and secure social solidarity, where individual has to perform obligations as a member of the community”. Duguit says “everyone has to perform his duties to the society which would help to develop cooperation and social solidarity.” Law and society are interrelated and interdependent. Changes in every social component leads to change in various aspects, right from the social institutions, customs, ideologies, human behavior and human interactions.Law is meant for nonprofessionals. The welfare of the society &humanity is the sole purpose of Indian constitution. To take care of interests, social security, social solidarity are the main aim of law. Sociological school of thought says that ‘Law is social phenomenon’. According to this school, essential characteristic of law should be to represent common interaction of men in social group. Treatment towards law should be as instrument of social control and social progress. The role of law and its functioning towards society is the basic philosophy of sociological jurisprudence.Thus, social progress is very much regulated by the degree of law. Law is like the steering to lead society in particular direction. Law may be the fulcrum to control society. Balance between law and society will certainly responsible for social progress.
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Burrowes, Ashley, and Ann Hendricks. "Independent financial experts: From wished for to wistful thinking." Managerial Finance 31, no. 9 (September 1, 2005): 52–62. http://dx.doi.org/10.1108/03074350510769866.
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The aftermath of the Enron collapse included Congressional legislation known as the Sarbanes‐Oxley Act (SOX), which was rushed into law on July 29, 2002, by President Bush. This legislation, aimed at restoring confidence in the financial markets, addresses many aspects of corporate governance. This article addresses the audit committee provisions of SOX, particularly the requirements for independent membership and financial expertise. The article outlines the legislative requirements and then discusses the possible effects of this ‘patch‐up’. Is it too little too late and how long will the patch last?
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Haddad, Ayman E., Wafaa M. Sbeiti, and Amer Qasim. "Accounting legislation, corporate governance codes and disclosure in Jordan: a review." International Journal of Law and Management 59, no. 1 (February 13, 2017): 147–76. http://dx.doi.org/10.1108/ijlma-07-2016-0064.
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Purpose The main aim of this paper is to provide an overview of the most influential economic changes and accounting legislation affecting financial reporting and disclosure practices in Jordan. It also provides an overview of disclosure studies conducted in Jordan covering the year(s) between 1986 and 2014 to investigate whether there is an improvement in disclosure practice in Jordan. This paper also investigates the most influential firm characteristics affecting disclosure practices in Jordan found in prior disclosure studies that were conducted in Jordan between 1986 and 2014. The paper also addresses the disclosure items required in Corporate Governance Codes that exist for listed shareholding companies, banks and insurance companies. Finally, the paper discusses the quality of accounting education in Jordan, as prior studies noted its impact on accounting practice. Design/methodology/approach Based on a review of prior disclosure studies conducted in Jordan between 1986 and 2014, this study compared the results of disclosure studies before and after 1998. In 1997, Jordan, as a result of economic changes, issued the Temporary Securities Law and its Directives of Disclosure, which came into effect in 1998. The law is considered as the turning point in the improvement of disclosure practice in Jordan. A trend line of disclosure practice is also used to investigate whether disclosure practice is improved after the issuance of this law. A descriptive analysis is also used to examine the factors affecting disclosure practice in Jordan. Findings Based on a review of prior disclosure studies, it was concluded that disclosure practices have improved overtime. It was also observed that that firm size as a factor has always affected the level of disclosure in Jordan and is followed by external auditing, while liquidity is found to have the least effect. It was concluded that economic changes, agreement with international organizations like the World Trade Organization (WTO) and the International Organization of Securities Commissions (IOSCO), new regulations and financial market reforms have improved disclosure practice in Jordan. It was also found that there is a need for further studies in disclosure practice that are not sufficiently covered in Jordan. Originality/value The study is based on a review of disclosure studies conducted in Jordan between 1986 and 2014. We investigate whether mandatory, voluntary, corporate social and internet disclosure practice improved over the last three decades in Jordan. This study is the first to provide evidence on the improvement of disclosure practices based on a review of disclosure studies in Jordan. The paper is expected to be a reference for disclosure studies in developing countries, Jordan in particular, as it summarized and criticized the weaknesses on disclosure practice and accounting legislations in Jordan.
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Tovkun, Igor, and Viktoriya Slivnaya. "Problematic issues of corporate governance of companies (analysis of case law)." Law and innovations, no. 4 (32) (December 15, 2020): 68–73. http://dx.doi.org/10.37772/2518-1718-2020-4(32)-10.
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Problem setting. Corporate governance of a company presupposes the existence of a higher, as a rule, self-governing body - the general meeting. The organization of this body is mainly determined by the statute and other internal acts of the company, but not always the status of the general meeting, the legal significance of their decisions, as well as other important aspects of their existence are fully disclosed by local rules. Because of this, the importance of this work is that as of 2020, a large percentage of corporate disputes considered by commercial courts relate to certain problematic issues of the general meeting of companies. Therefore, it is important to determine the activity of solving these problems by analyzing the existing case law. Target research. The purpose of the work is, firstly, to analyze the case law that has developed to date and relates to various important aspects of the organization and activities of the general meeting of companies, including their management decisions; secondly, to identify the main problems underlying court decisions and conclusions on this issue; thirdly, to suggest different options for their solution. Analysis of recent research and publication. Сorporate governance of a company is often a topic that is actively raised by well-known authors and scholars. Thus, the works of Zhornokuy V.G., Maksymchuk K.S., Lutsya V.V., Voloshchenko T.M., Gulyk A.G., Dobrovolsky V.I., Slivinska A.V., Shcherbina O.V., Slipenchuk N.A., Lukach I.V. etc. are devoted to certain issues related to the organization and activities of higher bodies of companies, including the general meeting. Article’s main body. The article is devoted to the disclosure of the main issues of corporate governance in companies. The main purpose of the general meeting and the nature of their decisions based on the rules of economic legislation are determined. Problematic issues related to the decisions of the general meeting and their appeal in commercial courts, based on existing case law, are researched. Conclusions and prospect of development. As a result, we can conclude that the activities of the general meeting is important in determining the activities of the company and in resolving its current issues. Therefore, the acts adopted by the meeting require clear legislative regulation. Due to the large number of corporate disputes in commercial courts, today there are certain problematic aspects in the decision-making procedure of the general meeting. As a result, a number of established legal positions on these issues have been established at the Supreme Court level. But it is not enough for the courts to explain this issue alone. Therefore, one option to solve this problem is to establish a list of grounds and other procedural elements for recognizing the decisions of the general meeting invalid in the model statutes of companies. Another option may be to enshrine in law the provisions of the case law.
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Tovkun, Igor, and Viktoriya Slivnaya. "Problematic issues of corporate governance of companies (analysis of case law)." Law and innovations, no. 4 (32) (December 15, 2020): 68–73. http://dx.doi.org/10.37772/2518-1718-2020-4(32)-10.
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Problem setting. Corporate governance of a company presupposes the existence of a higher, as a rule, self-governing body - the general meeting. The organization of this body is mainly determined by the statute and other internal acts of the company, but not always the status of the general meeting, the legal significance of their decisions, as well as other important aspects of their existence are fully disclosed by local rules. Because of this, the importance of this work is that as of 2020, a large percentage of corporate disputes considered by commercial courts relate to certain problematic issues of the general meeting of companies. Therefore, it is important to determine the activity of solving these problems by analyzing the existing case law. Target research. The purpose of the work is, firstly, to analyze the case law that has developed to date and relates to various important aspects of the organization and activities of the general meeting of companies, including their management decisions; secondly, to identify the main problems underlying court decisions and conclusions on this issue; thirdly, to suggest different options for their solution. Analysis of recent research and publication. Сorporate governance of a company is often a topic that is actively raised by well-known authors and scholars. Thus, the works of Zhornokuy V.G., Maksymchuk K.S., Lutsya V.V., Voloshchenko T.M., Gulyk A.G., Dobrovolsky V.I., Slivinska A.V., Shcherbina O.V., Slipenchuk N.A., Lukach I.V. etc. are devoted to certain issues related to the organization and activities of higher bodies of companies, including the general meeting. Article’s main body. The article is devoted to the disclosure of the main issues of corporate governance in companies. The main purpose of the general meeting and the nature of their decisions based on the rules of economic legislation are determined. Problematic issues related to the decisions of the general meeting and their appeal in commercial courts, based on existing case law, are researched. Conclusions and prospect of development. As a result, we can conclude that the activities of the general meeting is important in determining the activities of the company and in resolving its current issues. Therefore, the acts adopted by the meeting require clear legislative regulation. Due to the large number of corporate disputes in commercial courts, today there are certain problematic aspects in the decision-making procedure of the general meeting. As a result, a number of established legal positions on these issues have been established at the Supreme Court level. But it is not enough for the courts to explain this issue alone. Therefore, one option to solve this problem is to establish a list of grounds and other procedural elements for recognizing the decisions of the general meeting invalid in the model statutes of companies. Another option may be to enshrine in law the provisions of the case law.
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Horodyskyy, Ivan, Andriy Borko, and Mariia Sirotkina. "ADAPTATION OF UKRAINIAN CORPORATE LEGISLATION TO EUROPEAN STANDARDS." Baltic Journal of Economic Studies 7, no. 3 (June 25, 2021): 56–64. http://dx.doi.org/10.30525/2256-0742/2021-7-3-56-64.
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Defining the European vector of development of Ukraine in the model of international cooperation as a priority involves the use of European standards in the field of law. This is impossible without careful adaptation work to bring the domestic legal system in line with the system that exists in the countries of the European Union. Recent changes in legislation have been long-awaited and have been a breakthrough in the corporate and financial sectors. The authors aim to carry out a comprehensive analysis of Ukrainian corporate law by comparing the political governance of Eastern Europe, economic and political aspects of the current situation, problems of corporate governance and ways to solve them, and the current stages of adaptation of corporate law in its transformation to the EU’s norms. In February 2018, the European Commission proposed to consider 2025 a possible date for the accession of Serbia and Montenegro, which means recognizing these countries as the first league in the Balkans, even in case the EU Council does not approve this date. The second league was set by the Council in June 2018, when 2019 was marked as a possible conditional date for the opening of accession negotiations with Albania and Macedonia. While the third league is for the accession of Bosnia and Kosovo, for which no date has been set. Negotiations with Turkey have been suspended. For comparison, if we take into account both political and economic indicators, Ukraine is approximately equal to the Balkan states of the second league. The prospect of EU membership has been recognized as the strongest external factor in domestic political change in the countries surrounding the EU. In accordance with the requirements of the Association Agreement with the EU on corporate law (EU Directives No. 2001/34/EC, No. 2003/71/EC, No. 2004/109/EC, No. 2007/14/EC, No. 2007/36/EC, No. 2012/30/ ЕС, No. 2013/34/ЕС, Recommendations of the European Commission No. 2005/162/ЕС and No. 2004/913/ЕС) the Law of Ukraine No. 2210-VIII, the Law of Ukraine “On Limited Liability and Additional Liability Companies” dated February 06, 2018 No. 2275-VIII, amendments to the Laws of Ukraine №514-VI, “On Securities and Stock Market”, “On Business Associations”, the Economic Code of Ukraine, the Civil Code of Ukraine, the Criminal Procedural Code of Ukraine and other laws were made and came into force on July 1, 2021 in the Law of Ukraine No. 738-IX. European integration transformation of Ukrainian legislation in the context of protection of shareholders’ rights was manifested through the implementation of Directive 2004/25/EC in the Law of Ukraine “On Amendments to Certain Legislative Acts of Ukraine Concerning the Simplification of Doing Business and Attracting Investments by Issuers of Securities” dated March 23, 2017 No. 1983-VIII and the Law of Ukraine No. 514-VI. Ukraine’s economy has not yet recovered from the negative effects of the global financial crisis of 2008, the political coup, the national crisis of 2015, the current crisis caused by the COVID-19 pandemic. This situation shows declining dynamics, and changes in Ukrainian legislation are offset, not showing real effect. The harmonization of Ukrainian legislation is complicated by the unwillingness of Ukraine’s business environment to comply with EU rules. Analyzing the activities of the JSC, the dynamics of the securities market, stock market and the transformation of Ukrainian legislation, the initiatives of certain branches of government, we can say that Ukraine is moving in the right direction but not fast enough and forms a country with a real market economy. Therefore, we can conclude that the adaptation of Ukrainian corporate law to EU legislation should be carried out not only in relation to existing EU directives but in accordance with general trends and prospects for the development of European corporate law.
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Şahin, Ayşe. "How Principles of Business Ethics Relates to Corporate Governance and Directors?" European Journal of Economics and Business Studies 4, no. 3 (December 1, 2018): 22–27. http://dx.doi.org/10.2478/ejes-2018-0056.
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Abstract How can we define business ethics? Which principles are inherent in it? Business ethics propose several principles to be considered by companies, commercial entities, as well as other entities such as NGO’s, cooperatives, public organizations etc. First, this study will clarify the meaning and scope of business ethics and the principles included, such as integrity, fairness, trust, openness, truthfulness etc. Secondly, I will try to examine different facets of business ethics. I will approach this concept especially from a legal perspective and try to determine which aspects of this concept have been integrated into law. Business ethics has reflections especially in business law and corporate governance and is being “legalized” by the corporate codes of conduct. This study aims to clarify that business ethics are mentioned explicitly in Turkish law, in the Code of Corporate Governance concerning public companies and discuss legal impact of this regulation. As a result of this quotation in the Turkish Legislation, there could be revealed several questions. One of the questions is whether ethical standards might be a source of liability of the board and directors. In my presentation I would like to examine to what extent ethical standards interrelates with corporate governance codes and the liability of directors. Business ethics can be described as a source concept and a set of principles, that gives rise to fields such as “corporate governance”, “corporate responsibility”, “liability of directors” and “human rights in business” concerning especially working conditions of the employees. Business ethics has an intersection with all the mentioned fields. In the second part of this study, I will try to clarify the connection of business ethics with corporate governance principles in business and then conclude how business ethics has been adopted into legal system and how it shapes and affect business practices especially in Turkish law.
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Zhang, Rongwu, Yanzhen Lin, and Yingxu Kuang. "Will the Governance of Non-State Shareholders Inhibit Corporate Social Responsibility Performance? Evidence from the Mixed-Ownership Reform of China’s State-Owned Enterprises." Sustainability 14, no. 1 (January 4, 2022): 527. http://dx.doi.org/10.3390/su14010527.
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Fulfilling social responsibilities in order to sustain development has increasingly become a strategic choice for companies. Good corporate governance can guarantee high corporate social responsibility performance. This paper selects state-owned enterprises listed on the Shanghai and Shenzhen A-Share market from 2013 to 2019 as samples and uses a panel data OLS regression model to empirically test the impact of the governance of non-state shareholders on the social responsibility performance of state-owned enterprises from two aspects of shareholding: structure and high-level governance. The results show that, first, the governance of non-state shareholders helps to improve the social responsibility performance of state-owned enterprises; second, that mechanism analysis indicates that non-state shareholders improve the social responsibility performance of state-owned enterprises by improving the internal control quality; and third, the impact of the governance of non-state shareholders on the social responsibility performance of state-owned enterprises is heterogeneous in three aspects: the degree of marketization, the level of product market competition, and the corporate profitability. This paper not only helps to clarify the factors which influence the social responsibility performance of state-owned enterprises, but also enriches studies on the economic consequences brought by non-state shareholders through participating in the governance of state-owned enterprises.
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Naldo, Rony Andre Christian, and Mesdiana Purba. "KONSEP PERTANGGUNGJAWABAN MUTLAK KORPORASI SEBAB KEBAKARAN LAHAN PERKEBUNAN MENGAKIBATKAN ANCAMAN SERIUS." JURNAL ILMIAH ADVOKASI 9, no. 2 (September 22, 2021): 83–97. http://dx.doi.org/10.36987/jiad.v9i2.2132.
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As a legal subject, in addition to rights holders, corporations are also legal obligations. In carrying out business activities estates, corporations bear a legal obligation to implement the Corporate Governance (Good Corporate Governance / GCG) and the Social Responsibility and Environment (Corporate Social Responsibility / CSR) to the realization of sustainable development. With regard to the legal obligation to implement good corporate governance and CSR activities in the plantation business, the corporation shall not open or tilling the land by burning, as fire plantation corporation can lead to a serious threat to inflict harm the environment. The fact is that on the island of Sumatera, there have been fires on plantations of various corporations resulting in a serious threat, which in Civil Law is an Act Against the Law (PMH) with the consequence of absolute liability to corporations to compensate for environmental losses. This study discusses the concept of absolute corporate accountability because plantation land fires pose a serious threat. This study is prescriptive, using normative legal methods, referring to the legal norms contained in the legislation, using secondary data. This study uses a variety of legal approaches, concepts, legal comparisons, and history. The results of the study concluded that there are 13 (thirteen) concepts related to corporate absolute responsibility because plantation land fires cause a serious threat, and there are still 4 (four) things that are weaknesses.Keywords: Accountability, Corporate, Serious Threats.
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Abdel-Meguid, Ahmed M. "Corporate governance in Egypt: The landscape, the research, and future directions." Corporate Ownership and Control 18, no. 3, special issue (2021): 296–306. http://dx.doi.org/10.22495/cocv18i3siart5.
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Egypt is an emerging economy that has in recent years been exposed to several severe economic, political, and social shocks, all within a relatively short period of time. This has amplified the importance of the rule of law, regulatory enforcement, and corporate governance best practices, in order to restore the investing public’s confidence in the Egyptian market. Historically, the focus on corporate governance had preceded these recent events. Building on this history, today’s corporate governance landscape in Egypt is much more robust with more effective regulators, clearer streamlined governing rules, and better corporate governance literacy. This paper identifies four main areas of corporate governance research in Egypt: firm performance, reporting quality, corporate responsibility, and auditing. While extensive research has already been conducted in these areas, the paper provides some recommendations for further enhancing its quality. These pertain mainly to the development of comprehensive corporate governance databases, the increased focus on emerging and current market-relevant aspects of corporate governance, and the release of more proprietary data by regulators.
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Briano Turrent, Guadalupe del Carmen, Eva Argente Linares, María Victoría López Pérez, and Lázaro Rodríguez-Ariza. "Corporate governance in Latin America and Spain: a comparative study of regulatory framework." Corporate Ownership and Control 7, no. 4 (2010): 427–41. http://dx.doi.org/10.22495/cocv7i4c4p2.
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Based on institutional theory, this study presents a comparative analysis of the regulatory framework for corporate governance to be found in the most important emerging markets in Latin America (Argentina, Brazil, Chile and Mexico), which represent most of the stock market capitalization in the region. In addition, we analyzed the situation of Spain, representing the European economy, given this country’s strong investment presence in the Latin American stock market. The aims of the study are: 1) to extend the current literature related to corporate governance in Spain and emerging Latin American economies; 2) to highlight the evolution of the institutional and regulatory framework for corporate governance in these countries; and 3) to compare the diverse regulatory framework, with particular focus on the laws and corporate governance codes in the above mentioned countries. Despite the trend for international convergence of corporate governance systems toward the Anglo-Saxon model, both in legislation and in good governance codes, there are significant differences between countries. The present convergence is promoted by different institutions; systems differ, thus, in their implementation and application of good governance practices. The countries in question have adopted a hybrid model based, on the one hand, on laws and decrees, and on the other, on the voluntary adoption of codes of good governance. The aim of these measures is to enhance investor protection, to define the functions of the Board and of the Audit Committee, and to improve transparency, especially regarding conflicts of interest, related party transactions and corporate risk for listed companies. The evidence presented in this paper suggests that Argentina, Brazil and Chile have strengthened their legislation in the case of minority investor protection and market transparency (Circular No. 3531 in Argentina, Law No. 10303 in Brazil and the Take-over Law in Chile). On the other hand, Mexico and Spain have issued regulations focused on transparency information (the Transparency Law in Spain and the CUE Circular in Mexico). Codes of good governance have been adopted by all countries except Chile, which bases its corporate governance on the OPAs (Take-over bids) Act. The practices addressed in corporate governance codes are focused on the Board, whose main function is to monitor and supervise management performance. These codes contain a set of recommended practices defining the functions, structure, composition and creation of different committees that support the Board, together with aspects related to COB-CEO duality. Spain and Chile are the countries that have adopted most such practices. The audit function is another important corporate governance dimension in the codes, concerning the role, liabilities and composition of the Audit Committee. This body is responsible for ensuring full and transparent disclosure of company transactions. Mexico is the country that pays most attention to the audit function. Practices relating to the general meeting, disclosure, conflicts of interest and Board support committees are established in all governance codes, especially in Argentina, Brazil and Mexico.
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Rimsyahtono, Rimsyahtono, Nandang Sambas, Ratna Januarita, and Neni Sri Imaniyati. "Social Justice Manifestation Based on Islamic Law Principle in The Corporate Penal Sanction of Environment." JURNAL HUKUM ISLAM 19, no. 2 (December 2, 2021): 253–76. http://dx.doi.org/10.28918/jhi.v19i2.4958.
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Corporate punishment in the environmental aspect has not led to social justice based on Islamic law principles because of the lack of attention to the community as victims who suffer losses due to environmental pollution, which should be a life support. This study aimed to realize that social justice based on Islamic law principles incorporates punishment in environmental aspects for the future. This type of research uses a normative legal typology to approach the principles, systematics, and level of legal synchronization of legislation based on Islamic Law and Law No. 32 of 2009 concerning Environmental Protection and Management. Secondary data obtained through library studies were analyzed descriptively. The results show that the nature of corporate punishment in environmental aspects in Islamic Law aims to prevent corporations from repeating their actions, prevent other corporations from participating in environmental pollution, and foster corporations that have polluted the environment. Furthermore, the embodiment of social justice based on Islamic law principles incorporate punishment in the environmental aspect must contain the values of corporate culture and community development. Social justice is in line with the principle of the benefit of the people in Islamic Law, where each punishment contains aspects of paying attention to victims of crime.
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Laptev, V. A., S. Yu Chucha, and D. R. Feyzrakhmanova. "Digital transformation of modern corporation management tools: the current state and development paths." Law Enforcement Review 6, no. 1 (March 24, 2022): 229–44. http://dx.doi.org/10.52468/2542-1514.2022.6(1).229-244.
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The subject. Digital technologies have been integrated into all aspects of public life, including politics, law, finance, business, education, science, and society. Yet, digitalization exerts an even greater impact on the economy, which should prompt the State, represented by its legislative and executive bodies, to take timely action to ensure the legal regulation of diverse aspects of the digital economy. Digital transformation of the economy has redefined the approaches to the issues of legal capacity, corporate governance and management of business processes. Traditional management mechanisms are no longer competitive, unless used in conjunction with dynamically developing digital technologies.This article explores the issues related to digital legal personality of a corporation (online registration (e-residency) of corporations and the digital footprint that companies leave in public registers), digital corporate governance, and discuss the operation of digital corporations, including networked and decentralized autonomous organizations. The authors distinguish three types of digital corporate governance: remote management (exercised by human individuals), smart management (based on algorithms designed by human engineers), and artificial intelligence (AI) management (that does not require human involvement). Some tools of digital corporation management are illustrated, replacing traditional forms of management of the human cognitive system. Finally, we provide an overview of the operational characteristics of decentralized autonomous organizations.Purpose of the research. This article is devoted to the transformation of management tools for modern corporations in the digital economy. In order to comply with the Russian corporate legislation of the existing digital reality, it is necessary to develop a comprehensive scientific and legal concept of corporate governance, ensuring the balance and protection of the rights and legitimate interests of all participants in corporate relations and others related to corporate relations, as well as increasing the transparency and efficiency of corporations.Methodology. The methodology of this study was based on the following methods of scientific knowledge: general scientific empirical methods (observation (over the course of development of the use of digital technologies in corporate law), comparison (of the effectiveness of the use of digital technologies in corporate law of different countries)); methods of theoretical knowledge (analysis (of advantages and disadvantages of digitalization of individual institutions of corporate law), formal legal method (in the formulation and research of various concepts, determination of their characteristics and classification), theoretical modeling (of the prospects and areas of possible application of digital technologies in corporate law).The main results. Digitalization of corporate management is bound to increase business profitability and improve competitiveness on the market. We believe that in the coming years science will have to tackle the issues of assessing the implications of the introduction of digital technologies, determining technical, economic and legal prerequisites for their implementation, and identifying their limits. In addition, issues related to professional training / retraining of personnel capable of working with modern technologies are of importance.Conclusions. The authors came to the conclusion that the main direction of improving corporate legislation in the context of digitalization is currently the creation and provision of conditions for effective interaction between corporate actors and persons directly associated with them in the digital environment.
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Sunaryo, Sunaryo. "CORPORATE SOCIAL RESPONSIBILITY (CSR) DALAM PERSPEKTIF PEMBANGUNAN BERKELANJUTAN." Masalah-Masalah Hukum 44, no. 1 (January 15, 2015): 26. http://dx.doi.org/10.14710/mmh.44.1.2015.26-33.
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The mandatory Corporate Social Responsibility (CSR) which has regulated under the law requires company to have CSR programs which oriented to sustainable development. The obligation to implement the CSR has arranged in a variety of laws and regulations, both in the Constitution and in other sectoral legislation, such as about the company and the environment. Therefore, companies that want to corporate sustainability, in making CSR programs in addition have to pay attention to the socioeconomi aspects, should also pay attention to environmental aspects. In otherwords, CSR programs need to be aligned with the of development as mandated bythe Constitution.Diwajibkannya Corporate Social Responsibility (CSR oleh undang-undang, menuntut perusahaan untuk memiliki program-program CSR yang berorientasi pada pembangunan berkelanjutan. Kewajiban melaksanakan CSR tersebut diatur dalam berbagai peraturan perundangan, baik dalam UUD 1945 maupun dalam undang-undang sektoral lainnya, seperti tentang perusahaan maupun tentang lingkungan. Oleh karena itu, perusahaan yang ingin mencapai usahanya berkelanjutan, maka di dalammembuat program CSR di samping harus memperhatikan aspek sosial ekonomi, juga harus memperhatikan aspek lingkungan. Dengan kata lain, program-program CSR perlu diselaraskan dengan prinsip-prinsip pembangunan berkelanjutan sebagaimana yang diamanatkan dalam UUD 1945.
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Alonso Carrillo, María Inmaculada, Alba María Priego De La Cruz, and Montserrat Nuñez Chicharro. "The Impact of Corporate Governance on Corruption Disclosure in European Listed Firms through the Implementation of Directive 2014/95/EU." Sustainability 11, no. 22 (November 18, 2019): 6479. http://dx.doi.org/10.3390/su11226479.
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The publication of Directive 2014/95/EU represents an important milestone related to the disclosure of non-financial information. This fact together with the role of the corporate governance guide firms towards achieving of an ethical, transparent, and responsible behavior. To contribute towards the understanding of this issue, this study investigates the relationship between corporate governance mechanisms and corporate social responsibility disclosure, namely, in corruption aspects relating to Directive 2014/95/EU. In so doing, a multiple regression analysis was carried out on a panel data sample of 198 European listed firms that are part of the EuroStoxx 200 index, in a studied period from 2014 to 2017. The findings reveal that outside directors and CEO duality impact positively and significantly on corruption disclosure. Therefore, this paper contributes to the existing research on corporate social responsibility disclosure, specifically, to the corruption disclosure literature by studying the corporate governance mechanisms that enhance these practices.
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Csedő, Zoltán, József Magyari, and Máté Zavarkó. "Dynamic Corporate Governance, Innovation, and Sustainability: Post-COVID Period." Sustainability 14, no. 6 (March 8, 2022): 3189. http://dx.doi.org/10.3390/su14063189.
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Recent complex changes of the organizational environment urge the boards of directors of energy corporations to step up quickly in crises (e.g., COVID-19) and foster innovation, to seize new strategic opportunities (e.g., environmental, social, and governance (ESG) investments). The purpose of the study is to provide in-depth analyses of ESG projects during the COVID-19 pandemic, through the lens of an emerging theoretical approach, dynamic corporate governance (CG). The research is built on the multi-case study method at large energy companies and energy startups. The research goal was to empirically analyze theoretical opportunities of dynamic board behavior in this research context. The major findings show that ESG projects faced serious challenges in the fast-changing organizational environment generated by COVID-19, which induced board intervention regarding innovation, networks, and organizational changes. This study is among the first to offer a novel theoretical viewpoint, by integrating CG and strategic management theories, besides the already dominant financial and reporting aspects. From a practical perspective, our conclusions might direct the attention of boards of directors toward innovation, networks, and organizational changes, in order to enable adaptation in turbulent times and increase sustainability in the social and environmental dimensions.
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Tseng, Ming-Lang, Phan Tan, Shiou-Yun Jeng, Chun-Wei Lin, Yeneneh Negash, and Susilo Darsono. "Sustainable Investment: Interrelated among Corporate Governance, Economic Performance and Market Risks Using Investor Preference Approach." Sustainability 11, no. 7 (April 9, 2019): 2108. http://dx.doi.org/10.3390/su11072108.
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Prior studies are lacking on the drivers of sustainable investment. Hence, this study examines the relationship between the social aspects, environmental aspects, economic benefits, market conditions, and corporate governance issues on sustainable investment. Sustainable investment has been rising since the last decade. However, sustainable investment is preceded by ethical investment, green investment, and socially responsible investment. In order to understand the sustainability of an investment before decision-making, it proposed a set of attributes to measure its sustainability using investor’s linguistics preferences. The proposed attributes are interrelated and based on investor’s linguistic preferences. The study employs the fuzzy set theory to handle the uncertainty resulting from the vagueness of linguistic terms and applies decision making trial and evaluation laboratory (DEMATEL) to determine the nature of interrelationships among sustainable investment attributes. The result indicates that corporate governance, economic performance, and market risks are the causal aspects of sustainable investment. In addition, this study found that transparency, anti-corruption, and board diversity were the two most important criteria of corporate governance. Furthermore, the three most important criteria of economic performance presented the model were excess return, market value, and shareholder loyalty. The theoretical and practical implications of sustainable investment are discussed.
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Mazutis, Daina, Katherine Hanly, and Anna Eckardt. "Sustainability (Is Not) in the Boardroom: Evidence and Implications of Attentional Voids." Sustainability 14, no. 14 (July 8, 2022): 8391. http://dx.doi.org/10.3390/su14148391.
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Strategic leadership and corporate governance scholars have long been interested in how boards of directors make decisions pertaining to important strategic issues that can have a material impact on their organizations. To date, however, research on board decision-making, especially as it relates to issues of corporate social responsibility (CSR), environmental management, or sustainability, has concentrated almost exclusively on structural, demographic, or ownership factors of boards and their impact on various aspects of corporate social or environmental performance. Even still, many reputable corporations with exemplary corporate governance structures continue to make questionable strategic decisions with regards to environmental sustainability. As such, this research seeks to look into the “black box” of corporate governance to understand exactly how boards of directors are dealing (or not) with issues related to environmental sustainability. To do so, we conducted a series of qualitative interviews with directors and were surprised to find that social and environmental sustainability was simply not debated in the boardroom. Using an attention-based view of the firms (ABV), we present a process-based model that explains this phenomenon and introduce the new construct of attentional voids so as to contribute to our understanding of governing for social and environmental sustainability.
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Cristóvam, José Sérgio da Silva, and José Carlos Loitey Bergamini. "Governança corporativa na Lei das Estatais: aspectos destacados sobre transparência, gestão de riscos e compliance." Revista de Direito Administrativo 278, no. 2 (September 12, 2019): 179. http://dx.doi.org/10.12660/rda.v278.2019.80054.
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<p>Corporate governance in the State-owned Companies Law: outstanding aspects about transparency, risk management and compliance</p><p> </p><p>A Lei das Estatais surge em um momento conturbado, mas não inédito, da política brasileira, com seguidas revelações de ilicitudes ligadas a empresas estatais, com a pretensão de estabelecer mecanismos que tornem essas empresas menos suscetíveis a escândalos de corrupção. Uma tarefa nada fácil, diante da complexidade organizacional das empresas e sua expressividade econômica no mercado nacional. Destacam-se na lei três grandes blocos: estrutura societária, governança coorporativa e contratação (licitações e contratos). O estudo pretende abordar aspectos de governança corporativa, apresentando diversas práticas que aproximam as estatais das práticas mais atuais de governança do setor privado. No artigo são apresentadas práticas de transparência, gestão de riscos e compliance, definindo seus contornos, limites e possibilidades, com a finalidade de contribuir para a mais adequada aplicação da nova lei. Por fim, há conclusão pelo acerto na instituição da Lei das Estatais, quando traz a questão da governança corporativa para o epicentro político-normativo das empresas estatais, com regras de transparência, gestão de risco e exigência de programas de conformidade que aprimoram os instrumentos e mecanismos de gestão e combate/prevenção à corrupção. O método utilizado é o dedutivo e monográfico e a técnica de pesquisa bibliográfica, com análise da legislação relacionada com a doutrina sobre o tema.</p><p> </p><p>The State-Owned Enterprises Law arises in a troubled but not unprecedent moment of Brazilian politics, followed by revelations of unlawfulness linked to stated-owned enterprises, with the aim of establishing mechanisms that make these companies less susceptible to corruption scandals. A task that isn’t not easy due to the organizational complexity of the companies and their economic expressiveness in the national market. Three major blocks stand out in the law: corporate structure; corporate governance and contracting (bidding and contracts). The study aims to address aspects of corporate governance, presenting several practices that bring state companies closer to the most current practices of private sector governance. The article presents practices of disclosure, risk management and compliance, defining its contours, limits and possibilities, with the purpose of contributing to the most appropriate application of the new law. Finally, there is a conclusion of the establishment of the State-Owned Enterprises Law, when it brings the question of corporate governance to the political-normative epicenter of state-owned enterprises, with rules of transparency, risk management and compliance programs that improve the instruments and management mechanisms for combating and preventing corruption. The method and technique used are, respectively, the deductive and monographic, and the bibliographic research, with the analysis of related legislation and the doctrine about the subject.</p>
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Omoteso, Kamil, and Hakeem Yusuf. "Accountability of transnational corporations in the developing world." critical perspectives on international business 13, no. 1 (March 6, 2017): 54–71. http://dx.doi.org/10.1108/cpoib-08-2014-0040.
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Purpose The purpose of this paper is to contend that the dominant voluntarism approach to the accountability of transnational corporations (TNCs) is inadequate and not fit-for-purpose. The authors argue for the establishment of an international legal mechanism for securing the accountability of TNCs, particularly in the context of developing countries with notoriously weak governance mechanisms to protect all relevant stakeholders. Design/methodology/approach The study adopts insights from the fields of management and international law to draw out synergies from particular understandings of corporate governance, corporate social responsibility and international human rights. The challenges to governance in developing countries with regard to securing the accountability of TNCs are illustrated with the Nigerian experience of oil-industry legislation reform. Findings The specific context of the experiences of developing countries in Africa on the operations of TNCs particularly commends the need and expedience to create an international legal regime for ensuring the accountability of TNCs. Originality/value Mainstream research in this area has focused mainly on self and voluntary models of regulation and accountability that have privileged the legal fiction of the corporate status of TNCs. This paper departs from that model to argue for an enforceable model of TNC’s accountability – based on an international mechanism.
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Sukdeo, Vanisha. "Transnational Governance Models: Codes of Conduct, and Monitoring Agencies as Tools to Increase Workers' Rights." German Law Journal 13, no. 12 (December 1, 2012): 1559–70. http://dx.doi.org/10.1017/s2071832200017983.
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This paper critically explores how to implement changes to corporate behavior in regard to labor-related issues through codes of conduct (“code” or “codes”) that would strengthen the rights of workers. The corporation essentially allows for its own reformation from within. There are many ways the link between corporate governance or corporate social responsibility (“CSR”) and workers' rights can be explored. The term CSR is used to differentiate from the alternate shareholder primacy model of a corporation existing solely for its shareholders and to increase profit. It stands for the idea that corporations have duties to other stakeholders beyond shareholders. Those stakeholders include, but are not limited to, employees and those who produce goods and provide services, environmental agencies, and government. Codes are a soft law mechanism that may be used to create a voluntary standard or set of rules to which corporations are bound. While this may be viewed as rather insubstantial compared to legislation, codes have value in terms of allowing the two (or more) parties that are bound by the code to have direct input in drafting the code. While the inherent imbalance of power involved in the dynamics of the employment relationship between management and workers must be acknowledged and must have an impact on the creation of the code, it does allow for involvement at a level which legislation does not. Part two of this paper examines governance models, Part three discusses codes of conduct as a private regulatory framework, and Part four shows how monitoring agencies are used to ensure compliance with codes.
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Zeng, Tao. "Country-level governance, accounting standards, and tax avoidance: a cross-country study." Asian Review of Accounting 27, no. 3 (October 18, 2019): 401–24. http://dx.doi.org/10.1108/ara-09-2018-0179.
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Purpose The purpose of this paper is to examine the impact of country-level governance and accounting standards on corporate tax avoidance. Design/methodology/approach This paper is an empirical work using a sample of listed companies from 36 countries. Findings This paper finds that firms resident in countries with stronger country-level governance engage in less tax avoidance. Aspects of stronger country-level governance include higher government effectiveness and regulatory quality, and stronger enforcement of law and control of corruption. This paper also finds that firms adopting international accounting standards (IFRS) engage in less tax avoidance than those using local accounting standards. Further examination of the effect of interactions between country-level governance and the adoption of IFRS on tax avoidance finds that there is a substitute relationship between country-level governance and the adoption of IFRS. Social implications This study has significant implications for policy makers, corporate management and academics. It documents that when a country implements governance targeting improving government effectiveness, enhancing regulatory quality, strengthening enforcement of laws and controlling corruption, this will lead to less corporate tax avoidance. It also shows that the adoption of IFRS will reduce corporate tax avoidance, probably by enhancing accounting quality and disclosure, and that the adoption of IFRS provides a bond mechanism in reducing tax avoidance in countries with weak governance. Originality/value This paper is the first study to examine the impact of country-level governance on tax avoidance at the corporate level. It is also the first study to examine how country-level governance interplays with IFRS in shaping firms’ tax avoidance activities.
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Sarfaty, Galit A. "Translating Modern Slavery into Management Practice." Law & Social Inquiry 45, no. 4 (May 11, 2020): 1027–51. http://dx.doi.org/10.1017/lsi.2019.77.
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This article examines how ill-defined legal norms around modern slavery are being outlined in supply chain legislation and then interpreted by management professionals. Building on an infrastructural analysis of supply chain governance, I uncover the set of practices that underlie recent regulations around modern slavery. I track the implementation of these laws by following the “chain of translation,” whereby information is transformed from on-the-ground raw data, to quantitative metrics of modern slavery risks, and, finally, to polished corporate statements. This analysis focuses on the critical role being played by the Supplier Ethical Data Exchange (Sedex), which is a platform for sharing responsible sourcing data. While Sedex is not an auditor and is not governed by lawyers, it is nonetheless serving an important function in interpreting legal norms around modern slavery and facilitating the implementation of supply chain laws. Yet there are potential costs to its expansive role. Sedex is translating modern slavery into a management problem largely based on quantitative metrics such as indicators and risk scorecards. While Sedex provides limited opportunities for public participation, it needs to be more transparent with respect to the methodology behind its metrics and provide further opportunities for comment by parties underrepresented in its governance.
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Sánchez Pachón, Luis Ángel. "Buen gobierno y sociedades cooperativas: Disposiciones y recomendaciones para el buen gobierno de las sociedades cooperativas." Cooperativismo & Desarrollo 27, no. 114 (April 5, 2019): 1–30. http://dx.doi.org/10.16925/2382-4220.2019.01.10.
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La preocupación por el Buen gobierno corporativo no ha estado ausente en el sector cooperativo. Muchas de las disfuncionalidades que se apuntan en la estructura y funcionamiento de las cooperativas son comunes en el ámbito de empresas societarias del sector privado capitalista, aunque, evidentemente, lo sean bajo parámetros diferentes. Conviene, por ello, examinar las propuestas sobre gobierno corporativo (corporate governance), que, aunque centradas en el gobierno de las sociedades cotizadas, se han venido elaborando en los últimos años, impulsadas por los cambios operados en la realidad económica y social. Ahora bien, en este análisis resulta prioritario conocer la perspectiva o enfoque de buen gobierno corporativo que se siga (accionarial o monista versus pluralista o Stakeholders), así como la técnica jurídica que se proponga (intervención legislativa versus autorregulación a través de los que se conoce como Códigos de Buen Gobierno). En el trabajo que presentamos, después de perfilar algunos aspectos conceptuales, describimos cómo se han incorporado al Derecho español las ideas del gobierno corporativo, destacamos las principales etapas en esa búsqueda de la construcción del buen gobierno societario y analizamos algunas propuestas concretas de buen gobierno que, desde distintos ámbitos, se han dirigido, especialmente, a las sociedades cooperativas.
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Begum, Afroza. "Preserving the distinctiveness of corporate marks." Journal of Financial Crime 25, no. 3 (July 2, 2018): 734–49. http://dx.doi.org/10.1108/jfc-05-2017-0040.
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Purpose This paper aims to investigate the Indian legal and judicial approaches to well-known trademark (WT) by placing special focus on the way the judiciary has striven to foster the regulatory goal of defending the distinctiveness of WT. Design/methodology/approach The research is based on primary and secondary resources; especially, the paper critically examines the central piece of legislation relevant to WT and analyses and compares a number of important judicial decisions of India. Findings Despite some limitations, the judicial initiatives reflect an impressive progression towards WT, and given the contemporary commercial imperatives backed up by technological advances, the interconnectedness of economies and global corporisation, such a progression is indispensable. Research limitations/implications The research involves only the legal aspects of WT; therefore, the social and economic implication is beyond the scope of it. Practical implications Even though the legal and judicial attempts in India have raised an inevitable tension between different competing claims and are in some instances intensely debated, a review of existing resources evidences a series of effective methods and practices where a balance can sensibly be drawn between those claims.
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Popovych, Tereziia. "Social obligations: theoretical and legal aspects." Law Review of Kyiv University of Law, no. 1 (April 15, 2020): 71–74. http://dx.doi.org/10.36695/2219-5521.1.2020.12.
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The article is devoted to the study of the nature of social obligation, its genesis and variants. It has been established that historically social obligations have arisen with the emergence of the beginnings of morality in human society and the awareness of human responsibility towards one another within their community. In the future, with the development of humanity and the diversity of social interactions, the institute of obligation was modified to take on new features. Thus, if in the early periods of existence of human society, it was impossible to speak about their belonging to the legal field, given the absence of any, at least minimal, fixation of this category at the normative level, then the development of law and legislation led to the emergence of legally binding obligations. It has been researched that social obligation means a socially recognized need for a certain behavior of a person, a kind of proper or useful, which is objectively conditioned by the needs of existence and development of other persons, social groups, nations, humanity.
The article also analyzes that, depending on the particular nature of the emergence of specific social obligations, the characteristics of the subject that establishes them, and defines the guarantees of its implementation, distinguish varieties of social obligation. Allocated moral obligations, religious obligations, corporate, professional, legal and other obligations. Moreover, the author considers it inappropriate to completely differentiate between these phenomena, since all of them, as embodiments of certain socially necessary behavior, are interconnected and can be considered as a logical continuation of each other.
In addition, it is emphasized that the substantive characteristic of a legal obligation as a special type of social obligation is a "legal necessity". The latter, on the one hand, indicates that the obligation exists and develops within the limits of the lawful and statutory conduct required by law. On the other hand, it expresses the content of the obligation and its inherent behavior. The "need" to disclose the obligation plays the same role that the "opportunity" plays in the concept of the rights and freedoms of the individual.
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Baum, Ido, Dalit Gafni, and Ruthy Lazar. "Gender and Corporate Crime: Do Women on the Board of Directors Reduce Corporate Bad Behavior?" Michigan Journal of Gender & Law, no. 29.2 (2022): 291. http://dx.doi.org/10.36641/mjgl.29.2.gender.
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Public debate on mandating gender representation on boards of directors in the United States is close to a boiling point. California introduced a mandatory quota in 2018 only to see it constitutionally disqualified in 2022, and the Nasdaq Stock Market followed suit with new diversity rules in 2021 for all corporations listed on the exchange. While public discourse focuses on corporate performance, not much is known about the link between gender diversity and corporate normative obedience. In this study we explore the relationship between boardroom gender representation and corporate compliance with the law. We examine the impact of gender diversity on corporate obedience in a sample of 660 public corporations. Our findings indicate that gender diversity has a substantial positive impact on corporate compliance. Notably, every one percent increase in female representation on the board is associated with at least a four percent decrease in the probability that the corporation will be associated with a violation of the law. The key contributions of this Article to the literature are threefold: First, the findings of this Article call for an empirical reevaluation of gendered theories of female white-collar offenders. Second, this Article adds a unique perspective to the broad discussion of environmental, social, and governance (ESG) aspects of corporate purpose. Third, this Article sheds innovative light on the discussion about corporate social responsibility (CSR) and the means to enhance it.
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Wu, Shilei, Hongjie Zhang, and Taoyuan Wei. "Corporate Social Responsibility Disclosure, Media Reports, and Enterprise Innovation: Evidence from Chinese Listed Companies." Sustainability 13, no. 15 (July 29, 2021): 8466. http://dx.doi.org/10.3390/su13158466.
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Given the limited response of enterprises to China’s national policy on the compulsory disclosure of corporate social responsibility (CSR), a deviation has occurred between policy orientation and reality. To explore the reasons behind this deviation, we investigated whether different types of media reports play an intermediary role in the process of CSR affecting corporate innovation based on the data of the companies listed on China’s Shenzhen Stock Exchange and Shanghai Stock Exchange from 2010 to 2019. The results show that the disclosure of CSR by the listed companies can significantly promote corporate innovation, which provides theoretical support for the national compulsory disclosure of CSR. Newspaper media reports and online media reports not only directly promote corporate innovation but also form a positive mediation path in the CSR disclosure and the promotion of corporate innovation. Further analysis shows that, among the five aspects of CSR, the disclosure of employee responsibility had the greatest effect on the corporate innovation, whereas the disclosure of social contribution responsibility only had a short-term inhibitory effect. Both newspaper media and online media reports on CSR disclosure were beneficial to corporate innovation. Positive and neutral reports may play the role of media governance to promote corporate innovation, whereas negative reports can restrain corporate innovation due to the market pressure effect produced by them, which also provides the basis for media supervision by the state.
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Primec, Andreja, and Jernej Belak. "Sustainable CSR: Legal and Managerial Demands of the New EU Legislation (CSRD) for the Future Corporate Governance Practices." Sustainability 14, no. 24 (December 12, 2022): 16648. http://dx.doi.org/10.3390/su142416648.
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Despite its short-term use, non-financial reporting is an important measure, as demonstrated by numerous theoretical studies and empirical research. However, the mandatory nature of non-financial reporting and public pressure have persuaded company management to address non-financial issues alongside financial ones. Companies from countries with a more prolonged culture and tradition have been more successful in this respect than the companies from “younger” transition countries. Overall, non-financial reporting has raised the level of social responsibility in companies. However, things are far from ideal. Many uncertain situations, e.g., environmental, health, energy, etc., bring new challenges. They require not only non-financial, but also sustainable solutions. Therefore, it is unsurprising that the disclosure of non-financial information has also been renamed sustainability reporting (regarding designation in legal acts). In the presented research, we analyze how Slovenian companies comply with the current legislation (NFRD) requirements and whether their non-financial reports are qualitatively and quantitatively adequate. We are interested in what changes the new legislative proposal (CSRD) requires from them. Are the efforts of the legislator going in the right direction? Will companies be better prepared for environmental and social risks, and therefore better manage for sustainability once the CSRD is in place? The results suggest that the qualitative part of the non-financial reporting is the weakest. This gap in the quality of (required) non-financial reporting is also the subject of the presented research, which shows the (non)quality of the present non-financial reporting and therefore justifies the development of further requirements. Thus, CSRD introduces mandatory and uniform reporting standards based on double materiality, unification of the system of sanctions, external audit, etc. Therefore, our expectations that the new directive will contribute to more sustainability-oriented corporate governance are legitimate and justified. Since the CSRD harmonized sustainability reporting in the EU, this applies to Slovenia and all member states.
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Oncioiu, Ionica, Delia-Mioara Popescu, Anca Elena Aviana, Alina Șerban, Florica Rotaru, Mihai Petrescu, and Andreea Marin-Pantelescu. "The Role of Environmental, Social, and Governance Disclosure in Financial Transparency." Sustainability 12, no. 17 (August 20, 2020): 6757. http://dx.doi.org/10.3390/su12176757.
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In today’s business environment, corporate governance and financial transparency have an impact on the performance of firms. These changes are important for understanding the widespread accessibility of relevant and reliable information regarding an entity’s financial and nonfinancial aspects. The purpose of this study was to show how the environmental, social, and governance disclosure performance of companies has gained a reputation of having a fundamental role in financial transparency and how it varies by stakeholder orientation and economic sector. In this regard, we developed a new model based on stakeholders’ perceptions to analyze the impact of environmental, social, and governance disclosure on financial transparency using the Analytic Hierarchy Process (AHP) method and select the economic sector that ensures transparency in sustainable and financial reporting. This model was applied over the 2008–2018 period to 143 companies from eight countries in the most representative economic sectors: finance, energy, and telecommunication services. Our results portray that environmental, social, and governance reporting are a company’s means of communication with stakeholders, as part of their accountability and stewardship obligations, and at the same time, they are a tool for achieving transparency regarding the financial performance of a firm. Furthermore, our findings also showed whether environmental, social, and governance (ESG) disclosures act as a vector of financial communication for enterprises, and this relationship will also be evident in their role in financial transparency.
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Кубанцев, Сергей, and Sergey Kubantsev. "PUBLIC LAW MEANS AGAINST THE UNFAIR COMPETITION: ASPECTS OF RUSSIA AND THE USA." Journal of Foreign Legislation and Comparative Law 3, no. 4 (August 23, 2017): 120–24. http://dx.doi.org/10.12737/article_598063fb57bee8.78143508.
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The issues of the legal regulation of social relations in the sphere of counteraction of unfair competition are raised in present article. The author outlines the legislative tools which are used in Russia and the United States for the regulation of liability for such acts. Also the author identifies the similar and different ways of legal regulation of these social relations. In this context the most relevant fact is the fact that the legal regulation of these issues in the United States started in the beginning of XX century, and the Russian legislator started to learn them only in the end of XX century.
The purpose of the present article is to study the antitrust laws of Russia and the USA; to identify the features of the historical development of legal provisions in this field; to make a comparison of the administrative and penal sanctions on persons violating the rules of fair competition, but not only in a view of the responsibility, but in context of the prevention of such offences; to make a comparative analysis of definitions and levels of responsibility for violations in this sphere.
The set of general scientific and private scientific methods of cognition were used during preparing of this article: the dialectical method, the method of analysis and synthesis, logical method, method of comparative law, sociological, historical, formal-logical and other scientific methods. The study was made not only on the basis of the standard manual but also the case law of the higher judiciary.
At the end of the study the author comes to the conclusion on necessity of the improvement of legislation in the field of counteraction of unfair competition, in particular in the direction of the creation of the criminal liability institute for legal persons in Russian legislation and the development of the concept of penetration under the corporate veil in the public legal sectors.
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Hohlov, Evgeny B. "Employee’s participation in the employer’s affairs: Organizational forms and legal regulation (economic and legal aspects)." Russian Journal of Labour & Law 13 (2023): 119–31. http://dx.doi.org/10.21638/spbu32.2023.108.
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Social partnership in the sphere of labour is one of the most important principles underlying the modern mechanism of legal regulation of social and labour relations. The significance of this principle lies in the fact that thanks to its implementation in practice, social peace in the sphere of social work is ensured and, accordingly, social stability in society as a whole. The current Russian labour legislation not only formulates social partnership as a principle of legal regulation of social labour, but also defines the main forms (directions) of implementation of this principle. Currently, the direction of social partnership is most thoroughly regulated in legislation and tested in practice, which can be conditionally defined as representative, when representatives of the main social groups in the field of labour — employees and employers, as well as the state, as the personification of general social interests, enter into a dialogue on issues of public importance and conclude this dialogue with an appropriate agreement. Another area of social partnership, which is usually defined as the participation of employees in the affairs of the employer, is rather poorly regulated in legislation, is very little widespread in practice and is practically ignored in domestic legal science. Meanwhile, as world experience shows, the system of employee participation in the affairs of the employer is a very effective means of ensuring the solution of both social and economic problems. The article analyzes the main aspects of participation. It is based on the employee’s right to participate as a subjective labour right. Its implementation is provided mainly by means of two branches of law — labour and civil (corporate). Accordingly, there are two forms of participation, although related to each other, but having an independent character — economic and organizational. The first is implemented through various options for the participation of employees in the profits and property of the employer, the second — through the participation of employees in management, including self-management of labour collectives of various levels in the structure of the employer’s enterprise.
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Mustaffa, Julia, Mohd Yaziz Bin Mohd Isa, and Zulkifflee Mohammed. "Governance Structures: Dependability And Efficiency Of The Waqf Institutional System In Malaysia." JEBA (Journal of Economics and Business Aseanomics) 7, no. 2 (February 15, 2023): 058–70. http://dx.doi.org/10.33476/jeba.v7i2.3415.
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Waqf lands have the potential to bring in billions of dollars in income for Muslim communities provided that they are successfully developed and managed. In the past, there was no established legal framework for the management of waqf in Malaysia. As a result, waqf land and assets were managed in an inefficient and disorganized manner. The State Islamic Religious Council (SIRC) in Malaysia oversees the waqf administration and is responsible for the legislation in Malaysia that is related to waqf. The SIRC in its role as the sole trustee is in charge of overseeing all aspects of waqf matters. It was made more difficult in Malaysia because there are 13 states and federal territories and each of them has its waqf regulation and as a result, there are different challenges. In addition, the law and enactment of waqf in each state are uniquely distinct from the legislation and enactment in the other states correspondingly. The disparities in size, the varying numbers of waqf properties, and other aspects are the core of these problems. If these Waqf properties were efficiently handled, it would be the ideal solution to the challenge of increasing the social and economic position of the Muslim community. Unfortunately, the waqf institutions in Malaysia do not seem to be capable of playing a proactive role in promoting the economic growth and overall development of Muslims in Malaysia. The purpose of this study is to better understand the challenges in governance, especially in the administration, management, and development of waqf in Malaysia
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Gözlügöl, Alperen A. "The clash of ‘E’ and ‘S’ of ESG: just transition on the path to net zero and the implications for sustainable corporate governance and finance." Journal of World Energy Law & Business 15, no. 1 (January 18, 2022): 1–21. http://dx.doi.org/10.1093/jwelb/jwab039.
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Abstract Climate change is one of the highest-ranking issues on the political and social agenda. Corporations are one of the main actors that will play a major role in the decarbonization of the economy. They need to put forward a net zero strategy and targets, transitioning to net zero by 2050. Yet, an important but rather overlooked stakeholder group in the sustainability debates can pose a significant stumbling block in this transition: employees. Although climate action has huge benefits by ameliorating adverse environmental events and is expected to have an overall positive impact on employment, net-zero transition in companies, especially in the energy sector in certain regions, will cause substantial adverse employment effects for the workforce. This has the potential to slow down or even derail the necessary climate action in companies. In this regard, just transition is a promising concept, which calls for a swift and decisive climate action in corporations while taking account of and mitigating adverse effects for their workforce. If well implemented, it can accelerate net-zero transition in companies. This potential clash of environmental (E) and social (S) aspects of environmental, social and governance agenda, materialized in the companies’ net-zero transition, and its potential remedy, just transition, have important implications for corporate governance and finance, especially for directors’ duties and executive remuneration, sustainability disclosures, institutional investors’ engagement and green finance.
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Popescu. "Corporate Social Responsibility, Corporate Governance and Business Performance: Limits and Challenges Imposed by the Implementation of Directive 2013/34/EU in Romania." Sustainability 11, no. 19 (September 20, 2019): 5146. http://dx.doi.org/10.3390/su11195146.
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In order to identify the factors that have influenced the Romanian companies’ level of compliance required by the Directive 2013/34/EU with respect to publishing, alongside the annual financial statements for 2017, a report containing non-financial information regarding environmental, social, and personal aspects, and business ethics, the following steps were taken in our groundbreaking study: firstly, we analyzed whether there are statistical associations between the level of compliance and the legal forms of organization, the forms of ownership of capital, the branch of activity, the number of employees, the turnover, and the company location; secondly, we evaluated the meaning and intensity of these associations with the help of non-parametric correlation coefficients; thirdly, we identified and presented the economic and social causes of the results obtained; and fourthly, we proposed measures that can contribute to increasing the degree of compliance. What is more, this rigorous scientific work highlights the need to enhance corporate governance and corporate social responsibility in order to create an appropriate balance between sustainability, competitiveness, productivity, and businesses’ financial and non-financial performance, while taking into consideration the benefits brought by the tangible value of businesses (such as, cash flow and earnings) as well as the intangible value of businesses (such as, brand, customer experience, intellectual capital, organizational culture and reputation).
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Jagodic, Tone, and Zlatko Mateša. "Some aspects of legal regulation of sports marketing." Zbornik radova Pravnog fakulteta u Splitu 58, no. 1 (February 9, 2021): 1–14. http://dx.doi.org/10.31141/zrpfs.2021.58.139.1.
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There are different marketing activities generating money for sport subjects depending on their properties which are offered for commercial exploitation. Marketing consists of different tools and ways how to generate money for sport such as selling of broadcasting (TV) and media rights, sponsorship, merchandising, licensing, ticketing, charities, donations, patronages. From the legal point of view, it is interesting to explore how different marketing tools are regulated. Certain parts of marketing matters are covered by legal rules. In 2011 Commission on Marketing and Advertising of the International Chamber of Commerce (ICC) issued the latest version of the ICC International Advertising and Marketing Communication Code. The document applies to different forms of sponsorship relating to corporate image, brands, products, activities or events of any kind. It includes sponsorship by both commercial and non-commercial organizations. The basic connection represents association between sports property and sponsor brand as a tool how to transfer image of the sport to the sponsor. The nature of the Code implies good governance in the field of sponsorship. Special attention deserves the principle of respecting the sponsorship property. The Code represents a useful opportunity for companies, business, associations, courts of law, public authorities, self regulatory bodies on national and international level and other institutions which are supposed to solve disputes in sponsorship cases. European Union law together with national legislation of EU members have set up rules for advertising sector of TV broadcast. Television without Frontiers Broadcasting Directive consists with the detailed time and other limitations for different situations. As EU directive does not regulate visual coverage of sponsor logos and other insignia visible during sport competition on TV that means that sponsors and other subjects do not need to respect rules of the directive. In the absence of formal legislation on national and international level the ICC Code represent a very useful tool to handle sponsorship agreements and possible disputes which could arise from them. The Code is designed primarily as an instrument for self-discipline. On the other hand it is also intended for use as an interpretative aid for the parties in the clarification of uncertainties arising under the sponsorship, as well as a reference for courts or arbitrators in sponsorship disputes.
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Gennari, Francesca. "How to Lead the Board of Directors to a Sustainable Development of Business with the CSR Committees." Sustainability 11, no. 24 (December 7, 2019): 6987. http://dx.doi.org/10.3390/su11246987.
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The sustainable development of business requires adjustments in corporate governance to assure the economic, social and environmental aspects of a firm’s responsibility are managed according to the triple bottom line approach. For this purpose, the board of directors can establish devoted corporate social responsibility (CSR) committees to reduce a company’s exposure to responsibility failures. By means of a quantitative analysis on listed firms on FTSE MIB and STAR markets of the Italian Stock Exchange and embracing different theories this paper aims at finding the potential influence of external (soft law and socio-environmental industry risk) and internal (firm size and ownership structure) factors on the presence of CSR committees. This study contributes to the existing literature about sustainability in business, recommends to directors to not underestimate the risk of ‘strategic unsustainability’, and offers to regulators significant food for thought to improve the contribution to sustainable development by companies.
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Colombo, Ronald J. "Taking Stock of the Benefit Corporation." Texas A&M Law Review 7, no. 1 (October 2019): 73–124. http://dx.doi.org/10.37419/lr.v7.i1.2.
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Almost a decade ago, the “benefit corporation” first appeared on American soil. Its supporters proclaimed that this would usher in a new era of corporate social responsibility. Its detractors complained that the benefit corporation would facilitate managerial abuses that corporate law had worked so hard to curb. After nearly ten years of experience with the benefit corporation, who was the more accurate prognosticator? Moreover, has the benefit corporation given rise to developments, whether beneficial or negative, that were not expected or foreseen? This Article traces the history of the benefit corporation, with a focus on the promise that its early supporters identified with it. It also examines the criticisms that this new form of business organization provoked. The Article concludes that, contrary to the predictions of both camps, the benefit corporation has not, apparently, resulted in much change at all. In its final Section, the Article explores the reasons why the benefit corporation has had, thus far at least, such minimal impact on the course of American business and corporate law. The conclusion reached is that, for good or for ill, benefit corporation statutes do not materially change the rules of corporate governance. Rather, they simply explicitly permit benefit corporations to conduct themselves according to standards of conduct that traditional corporate law statutes already implicitly permit. Although the promoters of benefit corporation legislation have argued that even this minor change would have an impact on businesses by effecting a normative shift in corporate decision-making, contemporary market forces appear to have had the same result on a far broader scale. Lastly, this Article considers some of the unexpected repercussions of the benefit corporation, whether manifested or growing in potential.