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Enlightened shareholder primacy (“ESP”) is a new approach in the corporate governance (“CG”) framework. The emergence of this approach is important owing to its role in answering a vital question: is the company really a private organisation to be seen only through the economic prism of contract? Or is it public and about a wider group of interests and underwritten by communitarian concern about social responsibility? Apart from answering this question, ESP explains the changes in corporate directors’ roles and self-regulation strategies of companies.

"This book examines the growing trend of recognition and practices of CSR in private enterprises in developing countries. It identifies the challenges and deficiencies in these practices and proposes means for improvement. Based on a sound theoretical foundation, this book focusses on the case of Bangladesh and the ready-made garment industry to exemplify the described developments. After a brief introduction the book outlines the standards of Corporate Social Responsibility. It compares the trends in CSR practices both in developed and developing countries and then embarks on CSR practices in the private sector in Bangladesh to finally present a detailed analysis of CSR and its practices in the ready-made garment industry. The book not only compares developing countries with developed, but as well provides an assessment and analysis of different stages of CSR within the South Asian area."--published website

The semantic of the terms “sustainable development” and “corporate social responsibility” have changed over time to a point where these concepts have become two interrelated processes for ensuring the far-reaching development of society. Their convergence has given dimension to the environmental and corporate regulation mechanisms in strong economies. This article deals with the question of how the ethos of this convergence could be incorporated into the self-regulation of businesses in weak economies where nonlegal drivers are either inadequate or inefficient. It proposes that the policies for this incorporation should be based on the precepts of meta-regulation that have the potential to hold force majeure, economic incentives, and assistance-related strategies to reach an objective from the perspective of weak economies.

PurposeThis paper aims to examine the role of social auditing in legitimising the relationship between the buyer and supplier firms rather than strengthening corporate accountability in the global supply chain.Design/methodology/approachApplying case study methodology and drawing on Suchman’s theory on societal legitimacy, it is argued that social audits are artefacts of legitimacy, and global firms dominate the buyer–supplier relationship across the supply chain. The analysis is based on data collected from different secondary sources, including Walmart’s corporate sustainability reports.FindingsUsing Walmart’s relationship with Tazreen Fashions Limited around the Tazreen factory fire incident as a case study, it explains that the practices which attempt to symbolically demonstrate accountability from social audits need to shift to a more continuous and sincere demonstration of accountability through the social audit process. For this to occur, the cognitive and pragmatic approaches that international buyers have previously used in auditing their supply firms’ social responsibility are no longer sufficient to achieve societal legitimacy. Instead, a moral turn needs to underpin the intentions and actions of these buyers to maintain legitimacy and demonstrate accountability across the supply industry in developing economies.Originality/valueThe findings of the study answer the questions raised in the extant literature about the expectation from social auditing and whether social auditing serves to ensure corporate accountability. The paper contributes to the policymaking discussion of how social auditing can be configured to include a legal provision to ensure that social auditing is not a parroting tool for corporations.

Recently there has been exponential growth in global shipping and trade. This increase requires prompt action to reduce environmental pollution and damage to biodiversity caused by ballast water discharge. However, there is currently no international instrument available to hold the global shipping corporations accountable for their vessels’ performance in ballast water–caused pollution reduction. This article critically assesses the current accountability practices of the top 20 global shipping corporations and finds that they rarely disclose information on their vessels’ performance in ballast water regulation. A novel interdisciplinary framework for improving the accountability of shipping corporations using external disclosure as a Market Based Mechanism is furnished.

The prolonged attempt to create a global code for TNCs was ultimately unsuccessful, yet the simultaneous rise of global frameworks and guidelines by various private bodies highlight the need for monitoring of the performance of TNCs in addition to evaluation of their accountability practice. But none of the current frameworks and guidelines has been successful in laying down a clear way forward for the creation of an accepted global code of conduct for TNCs. The corporate social responsibility movement is a reaction to this need; it assists the shift of the market centred focus of global regulatory framework initiatives to ‘people centred’ (as opposed to country-centred) concerns. Accordingly, the core CSR principles urge that TNCs must not only be compliant but also responsible to their wider stakeholders and the environment. This chapter presents how the implementation of CSR principles in corporations can be an alternative to a global code of conduct for socialising TNCs.

This book explores the challenges and opportunities presented by the formulation of a global code of conduct for transnational corporations. It assesses the current state of research on global regulations intended to enhance the social responsibility of transnational corporations, and provides a platform for future research. In particular the book examines frameworks and instruments for regulating social responsibility, reviews recent developments concerning the proposed UN Code of Conduct on Transnational Corporations, and provides insights into international civil society groups’ movements in pursuit of a code of conduct. In a separate chapter the book discusses theoretical issues in regulating transnational corporations, and investigates their legitimacy and behavioral dynamics. In closing, the book discusses alternatives to a global code of conduct, the impact of sovereign power in the era of globalization, “soft regulations,” and the feasibility and normative efficacy of enforcing regulations.

The relative benefits and risks of nanomedicine have led to global indecisiveness regarding a suitable approach for regulation of this industry, and Australia is no exception. This article proposes a meta-regulation approach for regulating nanomedicine in Australia, demonstrating how this approach enables companies to surpass their compliance requirements and improve stakeholders’ capacity to deal with the inherent uncertainty surrounding the emergent science of nanotechnology. Refereed/Peer-reviewed

Although many households in Bangladesh employ domestic workers, these workers remain outside any legal regulation framework. By evaluating the country’s legal context, this article reveals that existing legal provisions for domestic work are extremely limited and insufficiently safeguard workers’ rights. A new regulation is necessary; this article details the essentials of such legislation. The proposed legislation involves a stakeholder initiative to transform the existing manipulative dependency relationship to a more equitable relationship between the domestic workers and their employers. Refereed/Peer-reviewed

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

The convergence of corporate social responsibility (CSR) and corporate governance has immense impact on the participants in global supply chains. The global buyers and retailers tend to incorporate CSR in all stages of product manufacturing within their supply chains. The incorporated CSR thus creates the difficulty to small- and medium-sized manufacturing enterprises (SMEs). Incompetence in standardized CSR practices is an important issue that causes SMEs either losing their scope to access global market directly or serving as subcontractors to large enterprises. This article explores this issue by focusing on Bangladeshi SMEs under the CSR requirement of the important global buyer. Refereed/Peer-reviewed

The moral arguments associated with justice, fairness and communitarianism have rejected the exclusivity of cost–benefit analysis in corporate governance. Particularly, the percepts of new governance (NG) have included distributive aspects in efficiency models focused on maximizing profits. While corporate directors were only assigned to look after the return of investment within the traditional framework of corporate governance (CG), NG has created the scope for them to look beyond the set of contractual liabilities. This article explores how and how far NG notions have contributed to the devolution of CG to create internal strategies focusing on actors, ethics and accountability in corporate self-regulation. Refereed/Peer-reviewed

The business corporations' internal strategies in weak economies merely respond to the public policy goals for social development. The role of corporate self-regulation in Bangladesh is not an exception. The extent to which legal regulations related to the corporate social responsibility (CSR) of Bangladesh could contribute to including CSR notions at the core of self-regulated corporate responsibility is the focus of this paper. It explains that the major Bangladeshi laws related to corporate regulation and responsibility do not possess recurrent features to compel corporate self-regulators to contribute to developing a socially responsible corporate culture in Bangladesh. It suggests that, instead of relying on the prescriptive mode of regulation, Bangladesh could develop more business-friendly but strategic legal regulations.

Australia has recently introduced what is known as country-by-country (CbC) reporting. CbC reporting will require certain multinationals to provide reports to the Australian Tax Office outlining their global financial activities. The introduction of CbC reporting is a result of the OECD’s recommendations on Action 13 of the Base Erosion and Profit Shifting program.Despite its introduction, civil society groups, international organisations and businesses lack consensus as to the objective and scope of CbC reporting. This article utilises the extractives industry as a case study and then critically assesses the contradictory academic findings and views as to the objective and scope of CbC reporting. Using stakeholder theory, this article argues that a comprehensive CbC reporting framework should assist the numerous information users who engage with a multinational entity, whilst concurrently ensuring a multinational entity can be held accountable to those impacted by its business operations. Refereed/Peer-reviewed

Corporate governance is an issue of considerable importance in emerging economies yet it has mainly been studied in Anglo-American contexts. New perspectives are required to meet the unique governance issues faced in developing regions of the world.This chapter explores the evolution of corporate governance in India. The social,cultural, economic and regulatory dynamics that gave rise to the corporate governance changes in India will be explored using a New Institutional Economics perspective. The chapter then proposes that Ghandism, a holistic value system based on truth,compassion and integrity, may provide for forms of corporate governance practice which are more contextually relevant to India. The chapter will conclude by furnishing a case study of one of India’s largest corporate scandals the country has faced (Satyam’s collapse) and a discussion of how Ghandism may infuse values to mitigate future governance failures.

The paper explicates the rising role of private-public partnerships (PPPs) in the ASEAN energy sector. PPPs are an important factor in this sector; as such partnerships have stimulated the decreasing roles of state enterprises, and raised some complicated issues regarding the convergence of the roles of state-owned enterprises and PPPs in this sector. This paper elaborates these issues and highlights the progress in the energy sector governance in ASEAN countries. It suggests some ideas and plans for managing PPPs, the market power held by the SOEs, and the competition law and policy for the ASEAN energy sector. Refereed/Peer-reviewed

Refereed/Peer-reviewed

Lecturing is a traditional method for teaching in discipline-based teaching environments and its success in legal discipline depends upon its alignment with learner backgrounds, learning objectives and the lecturing approaches utilised in the classes. In a situation where students do not have any prior knowledge of the given discipline that requires a particular lecturing approach, a mismatch in such an alignment would place learner knowledge acquisition into a challenging situation. From this perspective, this study tests the suitability of two dominant lecturing approaches—the case and the law-based lecturing approaches. It finds that a lecturer should put more emphasis on the case-based approach while lecturing to non-law background business students at the postgraduate level, provided that such an emphasis should be relative to the cognitive ability of the students and their motivation for learning law units.

This article examines the collective bargaining provisions for SMEs in competition law in Australia. It concludes that SMEs’ use of the collective bargaining notification process has been relatively small and does not have any impact over the competition regulation in the market. While this provision helps SMEs supply reasonably homogenous products or services, it is otherwise limited in its application. Refereed/Peer-reviewed

While it is undisputed that CSR is good for society, the question remains as to the most effective way of increasing the quality of CSR reporting. It is becoming evident that relying on market forces is not delivering the hoped for results, and if corporations are under no obligation to report their CSR performance in an easily comparable manner, CSR will be neglected. A solution would be for governments to ensure that corporations disclose all their CSR activities in a scientific manner, so that the market can easily compare corporations’ social performance and respond accordingly. In this context, an analysis of how, and to what extent, legal regulation matters in developing quality in CSR reporting is essential. This is the focus of this article. Refereed/Peer-reviewed

Social Audit - A Mess or Means in CSR Assessment.- New Challenges for Internal Audit - Corporate Social Responsibility Aspects.- The Contribution of the Australian Audit Profession to Social and Environmental Governance.- United States Accounting, Social Audits and Sustainability: Will COSO Help Corporations Make the Connection?.- Social Audit Regulation Within NGOs Sector: Practices of NGOs Operating in Bangladesh and Indonesia.- Social Audit for Raising CSR Performance of Banking Corporations in Bangladesh.- Corporate Social Responsibility Assurance, Theory, Regulations and Practice in China.- Social Audit: A Case Study of Companies listed on ISE BM & Bovespa.- Corporate Climate Change-related Auditing Disclosure Practices: Are Companies Doing Enough?.- Social Audit in the Supply Chains Sector.- AA1000: An Analysis of Accountability and Corporate Social Responsibility in the Contemporary Context.- History and Significance of CSR and Social Audit in Business: A Regulatory Framework.- Defining a Methodology for Social Audit Based on the Social Responsibility Level of Corporations.- Developing a Framework for the Regulation of Social Audit.- Corporate Social Accountability Through Environmental Management: Framework to Facilitate the Role of Accounting.

Social Audits play an important role in the measurement and analysis of a company's social performance. They provide corporations with a tool to plan and manage their social responsibility activities. Similarly, they provide stakeholders with a tool which they could use when monitoring, assessing and analysing concrete and accurate company data. Whilst the topic of social audits has been raised and discussed by a number of scholars, industry representatives and government institutions over the years, such contributions have mostly revolved around the general notion and importance of social audit, rather than addressing the most effective ways to achieve a widespread and reliable adoption of the practice through the implementation of specific legal regulation and other methods. This matter is of significant importance as corporations can exert a considerable amount control over the entire social audit process, allowing them to disclose only information deemed beneficial to their own corporate image instead of releasing all relevant social and environmental data. In order to achieve a truly transparent system promoting corporate accountability, there is an obvious need for social audits to be regulated. One of the purposes of this book is to provide an overview of the development of social audit practices and regulation. It also sets out to explore the issues and challenges which have arisen relating to this matter around the world.

Social auditing refers to the practice of external assurance or evaluation of an organisation's socially responsible reporting assertions. Usually, the reporting frameworks organisations use, such as the Global Reporting Index, are voluntary codes of reporting. For auditors accepting an engagement to review or assure such social reporting, the appropriate standards may be similarly voluntary. It is only during this century that financial accounting and reporting has developed a universal set of standards for assurance work on such engagements. By briefly tracing the history of financial reporting audit standards from no regulation, to self-regulation, to mandatory regulation, this chapter highlights the challenges to regulation of social audit faced by auditors, and identifies issues pertaining to auditor liability on social audits. Discussions about potential liability can be a useful lens to critique proposed solutions. Quality standards and social auditing Social audit regulation, issues and challenges

The synergy between corporate social responsibility (CSR) and corporate governance (CG) has changed the commercial environment. It has developed a complex and multi dimensional organizational phenomenon that could be defined as the extent and the way in which a business corporation can pragmatically respond to its consumer and society. This synergy has joined the political endeavours to make corporations more attuned to public, environmental and social needs. It has standardized CSR principles and created the agencies specialized in broader ethical considerations of business corporations. This chapter deals with these issues. It assesses how the impact of CSR on CG has contributed to the standardization of CSR principles and the rise of agencies specialized in facilitating social responsibility performance of business corporations.

Enlightened shareholder primacy (“ESP”) is a new approach in the corporate governance (“CG”) framework. The emergence of this approach is important owing to its role in answering a vital question: is the company really a private organisation to be seen only through the economic prism of contract? Or is it public and about a wider group of interests and underwritten by communitarian concern about social responsibility? Apart from answering this question, ESP explains the changes in corporate directors’ roles and self-regulation strategies of companies Refereed/Peer-reviewed

Sustainable development (SD) and corporate social responsibility (CSR) could be perceived as a meta-fix whose ideas and philosophies have evolved from an objective perspective to one of process. While SD aims to sustain economic growth with the required maintenance and protection of the environment, CSR is a long-term business strategy that balances corporate rights with economic, environmental and social obligations towards its stakeholders. The semantics of these two terms have changed over time to a point where these concepts have become interrelated processes for ensuring a longreaching development. This chapter posits the notion that SD can contribute to realizing the objective of integrating development throughout society if small and medium-sized enterprises (SMEs) could be sensitized to the core dimensions of CSR.

The core principles of CSR are being integrated into the core policy objectives of different economies and global companies and are also moving beyond their individual business initiatives. This integration can be seen from individual states’ perspectives; states are also accepting these issues in their socio-economic strategies and thus are establishing these issues within national economies. Given this background, this chapter explicates the trends in implementing CSR principles in the EU and USA. It demonstrates that companies in the developed countries use a mix of different strategies to incorporate CSR principles in their self-regulatory mechanisms. Strategies based on legal regulation are not foremost in this mix; rather, in these countries regulation-based strategy is meant to assist the non-legal drivers of CSR.

Chapter 1: Introducing the book.- Chapter 2: Corporate social Responsibility (CSR). Corporate Governance (CG) and Corporate Regulation.- Chapter 3: The Theoretical Basis for the Implementation of CSR Principles Through Legal Regulation.- Chapter 4: The Legal Regulation Strategies for Incorporating CSR Principles in Corporate Self-Regulation.- Chapter6: Legal Regulation of CSR in a Weak Economy: The Case of Bangladesh.- Chapter 7: Concluding the Book.

The convergence of corporate social responsibility and corporate governance has changed the mechanism of corporate accountability, which has developed ‘corporate self-regulation’ – a synthesis of governance and responsibility. Unlike the strong economies, however, this convergence has not been so visible in the weak economies, where the civil society groups are unorganized, regulatory agencies are either ineffective or corrupt, and the media and NGOs do not mirror the corporate conscience. In the absence of these non-legal drivers, these economies have to depend on their legal regulation framework for the development of corporate social responsibility. This chapter proposes ‘meta-regulation’ – a comparatively new regulatory approach for this development. Within this approach, different forms of regulations regulate one another; it creates scopes for different actors and factors to work together to reach an objective. This chapter describes how a meta-regulation approach to the corporate laws of these economies could compel the corporate governance to raise the capacity of corporate self-regulation to respond to their social responsibilities. Refereed/Peer-reviewed

In most developing countries, the overall quality of the livelihood of labourers, work place environment and implementation of labour rights do not progress at the same rate as their industrial development. To address this situation, the ILO has initiated the concept of 'decent work' to assist regulators articulate labour-related social policy goals. Against this backdrop, this article assesses the Bangladesh Labour Law 2006 by reference to the four social principles developed by the ILO for ensuring 'decent work'. It explains the impact of the absence of these principles in this Law on the labour administration in the ready-made garment and ship-breaking industries. It finds that an appropriate legislative framework needs to be based on the principles of 'decent work' to establish a solid platform for a sound labour regulation in Bangladesh Refereed/Peer-reviewed

Discussing the normative arguments for the development of corporate social responsibility (CSR) is difficult but important. It is difficult/ as any argument for this development could be detrimental if it seems that it could narrow the scope of innovation in business and becomes a barrier to companies' usual business cases. It is important, as the civil society actors need the theoretical basis to further the instances of corporate irresponsibility to societies in an articulated way. Given this background, this article presents a detailed discussion on the 'legitimacy' argument as a normative basis for rising CSR. It is an analysis that runs counter to the functionalist economic arguments that mostly focus on the financial stakeholders and consider only the (allegedly free) 'market' outcomes

This article reviews some of the roles environmental lawyers have played in ensuring environmental justice in Bangladesh. It leans on law and social movement theories to explicate the choice (and ensuing success) of litigation as a movement strategy in Bangladesh. The activists successfully moved the courts to read the right to a decent environment into the fundamental right to life, and this has had the far-reaching effect ofconstituting a basis forstanding forthe activists and other civil society organisations. The activists have also sought to introduce emerging international law principles into the jurisprudence of the courts. These achievements notwithstanding, the paper notes that litigation is not a sustainable way to institute enduring environmental protection in any jurisdiction and recommends the utilisation of the reputation and recognition gained through litigation to deploy or encourage more sustainable strategies.

In the corporate regulation landscape, 'meta-regulation' is a comparatively new legal approach. The sketchy role of state promulgated authoritative laws in pluralized society and scepticism in corporate self-regulation's role have resulted in the development of this legal approach. It has opened up possibilities to synthesize corporate governance to add social values in corporate self-regulation. The core of this approach is the fusion of responsive and reflexive legal strategies to combine regulators and regulates for reaching a particular goal. This paper argues that it is a potential strategy that can be successfully deployed to develop a socially responsible corporate culture for the business enterprises, so that they will be able to acquire social, environmental and ethical values in their self-regulation sustainably. Taking Bangladeshi corporate laws as an instance, this paper also evaluates the scope of incorporating this approach in laws of the least developed common law countries in general. Refereed/Peer-reviewed

In the face of changes in corporate regulation scholarship, the percepts of corporate governance and legal policies have minimized the controversies over the potentials and limitations of corporate accountability mechanisms. In the contemporary scholarly works on the implementation of corporate social responsibility (CSR), there are evidences that support CSR principles to be implemented through legal regulation. Scholars and current practices, however, emphasize that this implementation should not be based on any single strategy. From this perspective, this article argues that the regulatory strategies for this implementation should be based on a fusion of legal sanction, market incentives and the demand of private ordering Refereed/Peer-reviewed

The framework by which organizations are governed has been changed. A reason for this change is related with the force of stakeholders that compel the political power and the business society to review the ways in which companies are governed. Stakeholder thinking has gradually put this change at the center of research into business and society relations. Based on the stakeholder thinking, the corporate regulation framework has extended a new dimension in the business and society interface. This article assesses these issues Refereed/Peer-reviewed

The complex relationships that occur between countries, market and private actors have been simplified in theoretical approaches such as realism, neo-liberalism and globalization. However, their relationship is not a zero-sum game but one of ‘complex governance’ where all actors have to be considered to understand the changes in the international system.

The force of legal regulation that might influence business enterprises to be socially responsible is a contentious issue. It is hard to determine what role the regulation should play in making businesses accountable for their actions, especially in the post-regulatory world. Under these circumstances, meta-regulation is a comparatively new regulatory approach. It attempts to link social values to economic incentives and disincentives, and it indirectly influences corporate governance to include stakeholders, other than stockholders and public agencies to assist corporate self-regulation. By considering these concepts as vital, this article conceptualises this approach. It argues that this approach is a viable way to create a socially responsible corporate self-regulation from the perspective of a weak economy. It is an analysis that is essential and thus becomes the aim of this article.

With the disintermediation of the financial markets, credit rating agencies filled the informational need of investors on the creditworthiness of borrowers. They acquired their privileged position in the financial market through their intellectual technology and reputational capital. To a large extent, they have gradually dissipated the authority of state regulators and supervisory authorities with their increasing reliance on credit ratings for regulatory purposes. But the recent credit crisis revives the question on whether states should retake their authorities and how far rating agencies should be subjected to competition, transparency and accountability constraints imposed by the public and the market on state regulators and supervisory authorities. Against this backdrop, this article critically explores the key concerns with credit rating agencies’ functions to regulate financial market for further assessment. Refereed/Peer-reviewed

This paper argues that relationships between countries and transnational corporations are not zero-sum games, but entail ‘complex governance’, where all actors must be considered in order to understand changes in the international system Refereed/Peer-reviewed

The Draft Code of Conduct for Transnational Corporations (the Code) towards the Corporate Social Responsibility (CSR) has not been able either to minimize the conflicts between nation-states and transnational corporations or to settle a universal framework for minimizing their conflicting interests. Rather, these frameworks have some uncommon and unresolved broad based global trade issues which have dynamics of governance beyond government, regulation beyond law, and responsiveness beyond their responsibility. Hence, a hypothesis might be formulated that the missing link amongst these frameworks are the root cause behind the failure of creating a well accepted international framework for international trade related conflicts. With a thorough assessment of this hypothesis, this article argues that either the approaches of CSR have to be resettled considering the unresolved issues of the Code or the abandoned negotiation of the Code has to be given a new start.

A typical characteristic of the ongoing practice of democracy in Singapore has been described by some scholars as 'illiberal democracy'. Noting that Singapore 's brand of democracy operates within a 'dominant, one-party system', other scholars cushioned such a democratic practice by their reference to 'semi-democracy', 'controlled democracy, 'guided democracy, and 'communitarian democracy'. However, despite the demonstration that there are many restrictions in the type of democracy that exists in Singapore, the benefits are numerous. Singapore is the only country in the world to have transformed itself from a developing country to a developed country in less than only forty years. But its slower move towards a culture of participation must move as quickly as globalization does if it is to remain in relevant and legitimate democracy. If the younger generation understands that they should have the right to a voice before the government acknowledges it, the transition could be more tumultuous than necessary Refereed/Peer-reviewed

Developing countries need to reform legislation to ensure the global supply firms in ready-made garment (RMG) industry is adequately addressing obligations of social responsibility. Literature typically focuses on strategies for raising responsible standards in global buying firms within the RMG industry, but fails to focus on implementing strategies for suppliers in developing countries. This article addresses this gap by specifically focusing on the RMG industry in Bangladesh, the home of the third largest RMG supplier in the world. It concentrates on analysing how and to what extent the law can assist in developing social responsibility performance of the RMG manufacturing firms in developing countries. It ultimately concludes that a new governance approach in laws can effectively increase the social responsibility practice standards of an industry where global buying firms are profit-driven and governmental agencies are either inadequate or corrupt.