利益相关者治理的测试

Stavros Gadinis, Amelia Miazad
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引用次数: 1

摘要

利益相关者资本主义主导了公众对公司未来的讨论。商业领袖和政策制定者呼吁企业放弃对利润最大化的严格坚持,在从工作场所公平到气候变化等问题上考虑更广泛的利益相关者利益。批评人士担心,经理人可以很容易地利用这种崇高的言辞来推动自己的议程,并削弱对其行为的约束,这些约束通常完全以财务业绩为基准。相反,我们认为,公司转向利益相关者,是为了获得有关其选择对企业监控系统常规范围之外的更广泛社会问题的影响的信息。2019冠状病毒病的到来为我们提供了一个独特的环境,使我们能够在实践中测试公司如何理解和利用利益相关者治理。正如批评者预测的那样,被迫迅速适应新的现实,企业可能会选择节约资源,并将资源从外围利益相关者项目中转移出去。或者,COVID可以帮助强调公司对其利益相关者(如员工、社区和政府)的依赖程度,从而加大努力满足这些更广泛的需求。为了探索在COVID带来的越来越大的压力下,公司如何看待利益相关者,我们对大型知名上市公司的首席执行官、总法律顾问和其他高管进行了采访,这些公司已建立了利益相关者治理。我们的样本包括来自不同行业的公司,包括一些在COVID期间表现特别好的公司,如技术公司,以及其他业务受到严重打击的公司,如旅游和酒店业。我们的研究结果表明,在大流行期间,公司越来越频繁地向利益相关者求助,并就其业务的核心问题征求意见。公司依靠与员工的利益相关者沟通来协商远程工作环境,安排持续运营和重新开业,并与供应商在全球贸易收缩的情况下承受巨大压力。通过利益相关者治理,公司更好地了解了陷入财务困境的消费者的需求和地方当局对不必要的人口流动的担忧,并采取行动支持他们。但是,利益相关者并不总是能成功地说服经理和董事遵循他们的建议,特别是当利益相关者本身存在分歧或经理同时面临其他关键困难时。利益相关者治理从我们的访谈中浮现出来,作为一个系统框架,公司正在开发这个框架,以获取有关其实践的社会影响的信息。过去,公司会在需要时与利益相关者就具体问题进行沟通。今天,利益相关者治理寻求尽可能全面地主动覆盖公司的社会概况,以定期和标准化的方式收集信息。为了实现这一目标,利益相关者治理在许多公司中建立了制度足迹,有专门的执行团队,董事会的直接监督,以及投资者和专业人员的外部监督。这一被企业目标辩论所忽视的系统框架可以帮助减轻对问责制的担忧,并为应对未来的全球挑战提供蓝图。
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A Test of Stakeholder Governance
Stakeholder capitalism dominates the public debate about the future of the corporation. Business leaders and policymakers are calling for companies to abandon their stern adherence to profit maximization and take into consideration a broader set of stakeholder interests, on issues ranging from workplace equity to to climate change. Critics worry that managers can easily manipulate such lofty rhetoric to promote their own agenda and weaken constraints on their conduct that are typically benchmarked exclusively against financial performance. We argue instead that companies turn to stakeholders in order to derive information about the implications of their choices over a wider array of social issues that are outside the regular scope of corporate monitoring systems. The arrival of COVID in early 2020 provides a unique setting that allows us to test in practice how companies understand and utilize stakeholder governance. Forced to adjust swiftly to a new reality, companies might choose to economize and redirect resources away from peripheral stakeholder programs, as critics predict. Alternatively, COVID could help underscore how closely companies depend on their stakeholders, such as their employees, their communities, and their governments, leading to greater efforts to address these broader needs. To explore how companies viewed stakeholders under mounting pressure brought about by COVID, we conducted interviews with CEOs, general counsel, and other top executives from large, well-known publicly traded companies with an established stakeholder governance presence. Our sample includes companies from various industries, including some that fared particularly well during COVID such as technology, and others whose businesses were hit hard, such as travel and hospitality. Our findings suggest that companies turned to stakeholders during the pandemic with increasing frequency and asked for input on issues that are central to their business. Companies relied on stakeholder communications with employees to negotiate the remote working environment and arrange for continuous operation and reopenings, and with suppliers under immense strain as global trade contracted. Through stakeholder governance, companies understood better the needs of consumers in financial difficulty and the concerns of local authorities about unnecessary population movements, springing into action to support them. But stakeholders were not always successful in persuading managers and directors to follow their suggestions, particularly when stakeholders were themselves divided or where managers faced other critical hardships concurrently. Stakeholder governance emerges from our interviews as a systematic framework that companies are developing in order to obtain information about the social impact of their practices. In the past, companies communicated with their stakeholders about specific issues as the need arose. Today, stakeholder governance seeks to proactively cover the company’s social profile as comprehensively as possible, collecting information in a regular and standardized manner. To achieve this goal, stakeholder governance has established an institutional footprint within many corporations, with specialized executive teams, direct oversight by the board, and external monitoring by investors and specialized professionals. This systematic framework, which has been overlooked by the corporate purpose debate, can help alleviate concerns about accountability, and offers a blueprint for dealing with future global challenges.
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