Gouvernance

actualités internationales Gouvernance Normes d'encadrement parties prenantes Responsabilité sociale des entreprises

Pour un comité social et éthique en matière de gouvernance

Dans BoardAgenda, Gavin Hinks propose une solution pour que les parties prenantes soient mieux pris en compte : la création d’un comité social et éthique (déjà en fonction en Afrique du Sud) : « Companies ‘need new mechanism’ to integrate stakeholder interests » (4 septembre 2020).

Extrait :

While section 172 of the Companies Act—the key law governing directors’ duties—has been sufficiently flexible to enable companies to re-align themselves with stakeholders so far, it provides no guarantee they will maintain that disposition.

In their recent paper, MacNeil and Esser argue more regulation is needed and in particular a mandatory committee drawing key stakeholder issues to the board and then reporting on them to shareholders.

Known as the “social and ethics committee” in South Africa, a similar mandatory committee in the UK considering ESG (environmental, social and governance) issues “will provide a level playing field for stakeholder engagement,” write MacNeil and Esser.

Recent evidence, they concede, suggests the committees in South Africa are still evolving, but there are advantages, with the committee “uniquely placed with direct access to the main board and a mandate to reach into the depths of the business”.

“As a result, it is capable of having a strong influence on the way a company heads down the path of sustained value creation.”

Will stakeholderism stick?

The issue of making “stakeholder” capitalism stick has vexed others too. The issue was a dominant agenda item at the World Economic Forum’s Davos conference this year, as well as becoming a key element in the presidential campaign of Democrat candidate Joe Biden.

Others worry that stakeholderism is a talking point only, prompting no real change in some companies. Indeed, when academics examined the practical policy outcomes from the now famous 2019 pledge by the Business Roundtable—a group of US multinationals—to shift their focus from shareholders to stakeholders, they found the companies wanting.

In the UK, at least, some are taking the issue very seriously. The Institute of Directors recently launched a new governance centre with its first agenda item being how stakeholderism can be integrated into current governance structures.

Further back the Royal Academy, an august British research institution, issued its own principles for becoming a “purposeful business”, another idea closely associated with stakeholderism.

The stakeholder debate has a long way to run. If the idea is to gain traction it will undoubtedly need a stronger commitment in regulation than it currently has, or companies could easily wander from the path. That may depend on public demand and political will. But Esser and MacNeil may have at least indicated one way forward.

À la prochaine…