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Corporate Social Responsibility & Concession Theory

6 WM. & MARY BUS. L. REV. 1 (Forthcoming)

U of Akron Legal Studies Research Paper No. 13-14

35 Pages Posted: 4 Mar 2014 Last revised: 15 Feb 2015

Stefan J. Padfield

University of Akron School of Law

Date Written: July 15, 2014

Abstract

This Essay examines three related propositions: (1) Voluntary corporate social responsibility (CSR) fails to effectively advance the agenda of a meaningful segment of CSR proponents; (2) None of the three dominant corporate governance theories – director primacy, shareholder primacy, or team production theory – support mandatory CSR as a normative matter; and, (3) Corporate personality theory, specifically concession theory, can be a meaningful source of leverage in advancing mandatory CSR in the face of opposition from the three primary corporate governance theories. In examining these propositions, this Essay makes the additional claims that Citizens United: (A) supports the proposition that corporate personality theory matters; (B) undermines one of the key supports of the shareholder wealth maximization norm; and (C) highlights the political nature of this debate. Finally, I note that the Supreme Court’s recent Hobby Lobby decision does not undermine my CSR claims, contrary to the suggestions of some commentators.

Keywords: corporate governance, corporate personality, corporate social responsibility

JEL Classification: K22

Suggested Citation

Padfield, Stefan J., Corporate Social Responsibility & Concession Theory (July 15, 2014). 6 WM. & MARY BUS. L. REV. 1 (Forthcoming); U of Akron Legal Studies Research Paper No. 13-14. Available at SSRN: https://ssrn.com/abstract=2404021 or http://dx.doi.org/10.2139/ssrn.2404021

Stefan J. Padfield (Contact Author)

University of Akron School of Law ( email )

150 University Ave.
Akron, OH 44325-2901
United States

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