Pressure for change in our economy is mounting. Last summer was the hottest in 120,000 years. Additionally, the world economy is rapidly depleting resources. This increases the pressure on businesses to align their activities with these planetary boundaries. In his dissertation titled Richting sociale en ecologische corporate governance: een theoretische analyse van de positie van het bestuur in het Nederlandse ondernemingsrecht, Roy Heesakkers, doctoral candidate at Erasmus School of Law, argues for a fundamental reform of corporate law that contributes to a transition to a more sustainable and inclusive economy.
In many jurisdictions, there is recognition of this need for change. Increasingly, this also applies to corporate law. European legislation, for example, imposes increasingly stringent obligations on large European companies to publish their climate plans and investigate wrongdoing in their global value chains. "However, to truly help companies change course, more fundamental corporate law reform is necessary," says Heesakkers.
From engines of growth to embedded ecosystems
"Without fundamental corporate law reform, companies will remain the profit-driven, shareholder-oriented engines of growth for which they were originally designed through corporate law," says Heesakkers. With his dissertation, he aims to contribute to a reform of that fundamental orientation: "For this purpose, a new perspective on the company as an embedded ecosystem is necessary. In this way, insights from both climate science and more normative ecological philosophy can find a place in corporate law."
Redefinition of success and responsibility
To this end, Heesakkers makes twelve recommendations: "These include a more integrated definition of success, broader responsibility for the board as an ecosystemic steward, and a new structure of the board of directors as a critical internal corporate conscience." Heesakkers also argues for aligning the rights and obligations of shareholders and stakeholders with the overarching success of the company as an embedded part of society and nature.
With this fundamental reflection on corporate law and the accompanying recommendations, Heesakkers aims to contribute to the necessary transition to a more sustainable and inclusive economy.
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On Friday, March 8, 2024, Heesakkers will defend his dissertation titled: Richting sociale en ecologische corporate governance: een theoretische analyse van de positie van het bestuur in het Nederlandse ondernemingsrecht.
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