| Traditionally,"giving priority to the realization of shareholders’ interests" has been the most important goal of a company’s operation.However,since the Great Depression in the 1930 s,whether a company has a responsibility only to its shareholders or to its stakeholders and the public has aroused academic discussion.With the passage of time,these academic discussions have given birth to different international standards of social responsibility,and finally affected the domestic legislation of various countries.In Article 5 of the Company Law of the People’s Republic of China revised in 2006,social responsibility was written into the law for the first time.In 2021,the Company Law of the People’s Republic of China(Revised Draft)determined that employees,consumers and the ecological environment are stakeholders who need to bear the responsibility of companies,and encouraged companies to publish social responsibility reports.The revision of legislation also shows that the requirements for companies to fulfill social responsibility in our law are becoming stricter and stricter.However,it needs to be admitted that,compared with international standards and social responsibility legal system of countries,whether in legislation or in national standards,the provisions of social responsibility still need to be improved.Based on the analysis of the evolution of the concept of social responsibility and the theory of regulation,this paper studies the phenomenon that the legislation of corporate social responsibility is not clear in our country,and puts forward corresponding suggestions to improve it.Through literature research,comparative analysis and other methods,this paper clarifies the concept of social responsibility,and demonstrates the possibility of improving social responsibility legislation.While combing the evolution of social responsibility theory,this paper analyzes the possibility of social responsibility legislation,redefines "corporate social responsibility" and "social responsibility in company law",and explains the relationship between "corporate social responsibility" and "enterprise social responsibility".According to the historical evolution,the company’s commitment to social responsibility has gradually changed from external pressure to endogenous demand,and this endogenous demand also has the positive meaning of achieving the company’s goal.On this basis,the paper analyzes the problems of social responsibility from academic development to legislative interpretation,as well as the formulation of standards and other aspects.Although there are provisions of social responsibility in the law of China,due to the lack of stakeholder clauses,"social responsibility" can only be taken as a kind of advocacy requirements.In addition,although our country’s national and local governments have referred to the international requirements,and formulated the corresponding social responsibility standards,but still lack of compulsion and unity at this stage.In view of this,the article selects some international common standards of social responsibility,and compares some earlier national legislation of social responsibility to provide reference for our country’s legislation of social responsibility.On the one hand,the countries with well-developed laws confirm that the company should take the social responsibility and regulate the stakeholders of the company,so that the Company Law becomes the coordinate law of social responsibility.Later,companies were required to prepare social responsibility reports and to disclose information,making them mandatory.Finally,it relies on the social responsibility issues of international standards for performance evaluation.Some countries with active legislation also stipulate that companies shall conduct due diligence for social responsibility by formulating separate laws.Finally,based on the experience of foreign laws and standards,the article puts forward suggestions to improve the existing problems in China’s legislation and national and local standards.In order to perfect the law of CSR,we should first confirm the legal coordinate of CSR,clearly define the company’s stakeholders,and require the company to publish the report of CSR regularly,and allow the stakeholders to sue the company’s decision for invalidation even if their own interests are not damaged,so as to prevent the company’s behavior from damaging the social interests.In addition,both the state and local governments are required to formulate unified and mandatory standards that are compatible with the international standards,so that companies’ performance of social responsibilities can be quantitatively evaluated and verified,and become as requirements for companies to access to the economic market. |
