Sustainability and Responsibility Reporting: Directors’ potential liability and possible defences
Speaker: Professor Jean du Plessis, Deakin University
This event is open for everyone, including students.
In this Seminar some underlying theories of corporate law like the shareholder primacy theory, the enlightened shareholder value theory and the stakeholder theory will be discussed briefly. The aim is to determine whether we are experiencing a move away from the traditional view that the interests of “the company” is defined as the interests of the current and future shareholders. Have we truly and inevitably moved away from the shareholder primacy model, towards a view that even for-profit corporations should strive ‘to build a better society’, and ‘have a responsibility for the public good’? Are their expectations from investors that companies should focus on their long term success and being sustainable? If so, how should companies illustrate what their ultimate goals and purpose are to be sustainable over the long term?
This will then lead to an analysis of the trend of broader reporting on social and environmental issues which have been made under general descriptive terms such as corporate social reporting (CSR), sustainability reporting, integrated reporting and responsibility reporting. The question will then be addressed whether directors are opening themselves to greater liability by producing these forms of non-statutory reports. Are directors protected enough by way of, for instance, the business judgment rule (BJR)? Are there other defences available to directors? Should wider statutory protection be provided to directors to encourage them to embrace the idea of sustainability reporting, integrated reporting and responsibility reporting. Some problems facing Australian directors will be shared. In addition, some proposals for wider protection of Australian directors will be shared. The question will be asked whether the EU Directive (22 October 2014) requiring reporting on environmental matters; social and employee-related aspects; respect for human rights; anti-corruption and bribery issues; and diversity on the boards of directors may expose EU directors to more risks for personal liability than in some other jurisdictions.
Coffee, tea and fresh fruit will be served.
You may bring your lunch packet!