Chapter 12 CSR and Corporate Governance
Chapter 12 CSR and Corporate Governance
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Lecture Overview
To develop and understanding of both
corporate governance and CSR:
- what are they?
- why are they important?
- how are they implemented?
- what do they offer to business organizations?
Scrutinise the social contract between
business and society (and role of CG and
CSR in this
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Trust in business
Often consumers buy products without
worrying about the impact of that product’s
manufacturing upon societies and the
environment because they trust businesses
to do this for them.
Business organiZations do (or should do) this
through activities such as corporate
governance and CSR.
When this fails trust can be damaged…
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CSR & Corporate
Governance
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Early examples/foundations
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Business and society
Businesses are part of societies (locally,
nationally, globally) therefore, they have a
duty to act within their expectations and
norms.
By doing so they are able to operate
successfully without harming the societies,
communities and environments in which they
operate
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Corporate governance
An essential aspect of ensuring confidence in
democratic market economies.
Managing the relationship between
management, board members, shareholders
and other stakeholders
Central to attracting and maintaining
investment.
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Corporate governance
defined?
Corporate governance is the system by which companies are
directed and controlled. Boards of directors are responsible for the
governance of their companies. The shareholders’ role in
governance is to appoint the directors and the auditors and to
satisfy themselves that an appropriate governance structure is in
place. The responsibilities of the board include setting the
company’s strategic aims, providing the leadership to put them into
effect, supervising the management of the business and reporting
to shareholders on their stewardship. The board’s actions are
subject to laws, regulations and the shareholders in general
meeting.
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Corporate governance
1. Leadership
2. Effectiveness/capability
3. Accountability/transparency
4. Relations with shareholders
5. Sustainability
…this is an evolving concept and
organizations must react to this.
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CSR
Difficult to define:
- Because it is an evolving concept;
- Because there is disagreement amongst
businesses, governments, NGOs.
Variety of models, measures and frameworks
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CSR’s evolution
Early definitions (1950s-1970s): broad and
heavily rooted in the ‘social’ element
‘Conceptualizations’ and models (1970s-
1980s): efforts to produce a model of CSR
and its institutional role
Business case grows (1980s-): research
turned towards analyzing the financial
impacts and competitive advantages offered.
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CSR Defined (1)
World Business Council for Sustainable
Development (1999):
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CSR Defined (2)
“CSR is the commitment of business to contribute to sustainable
economic development-working with employees, their families, the
local community and society at large to improve the quality of life in
ways that are both good for business and good for development”
(World Bank, 2008).
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CSR Defined (3)
Four areas:
- Economic
- Legal
- Ethical
- Philanthropic
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Dahlsrud’s dimensions
Dahlsrud (2008) reviewed
several definitions of CSR in
order to identify the areas in
which CSR reached, finding
five dimensions:
- Environmental
- Social
- Economic
- Stakeholder
- Voluntariness
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Business case
Zadek (2004): shift from looking at CSR as managing
risk to its role in creating value
Davis (1960) highlighted that short-term costs may
lead to long-term gains.
How?
Reducing emissions – efficient (cheaper) supply chains
Employee retention – reduced recruitment and training costs
Customer loyalty as result of CSR
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Large corporations – small
business
Large corporations often have a CSR policy
which is developed at board level and
implemented from the top down.
CSR in smaller businesses often seen as an
additional activity
Academic research is dominated by analysis
of CSR in larger organizations
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A social contract?
Foundations of CSR and corporate governance as
old as the history of business
CSR and corporate governance central to managing
the contemporary relationship between business and
society
CSR and corporate governance mutually beneficial
and can add value to companies whilst maintaining a
good relationship with society
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