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This chapter examines the Shareholder Primacy Norm (SPN) as a widely acknowledged impediment to corporate social responsibility (CSR), including how this relates to Stakeholder Theory. We start by explaining the SPN and then review its status under US and UK law and show that it is not a legal requirement, at least under the guise of shareholder value maximization. This is in contrast to the common assertion that managers are legally constrained from addressing CSR issues if doing so would be inconsistent with the economic interests of shareholders. Nonetheless, while the SPN might be muted as a legal norm, we show that it is certainly evident as a powerful social norm among managers and in business schools— reflective, in part, of the sole voting rights of shareholders on corporate boards and of the dominance of Shareholder Theory. We argue that this view of CSR is misguided, not least when associated with claims of a purported legally enforceable requirement to maximize shareholder value. We propose two ways by which the influence of the SPN among managers might be attenuated: extending voting rights to non-shareholder stakeholders or extending fiduciary duties of executives to non-shareholder stakeholders.
In the decades since R. Edward Freeman first introduced stakeholder theory, which views firms in terms of their relationships to a broad set of partners, the stakeholder approach has drawn increasing attention as a model for ethical business. Edited by Freeman, alongside other leading scholars in stakeholder theory and strategic management, this handbook provides a comprehensive foundation for study in the field, with eighteen chapters covering some of the most important topics in stakeholder theory written by respected and highly cited experts. The chapters contain an overview of the topic, an examination of the most important research on the topic to date, an evaluation of that research, and suggestions for future directions. Given the pace of new scholarship in the field, this handbook will provide an essential reference on both foundational topics as well as new applications of stakeholder theory to entrepreneurship, sustainable business, corporate responsibility, and beyond.
The stakeholder perspective is an alternative way of understanding how companies and people create value and trade with each other. Freeman, Harrison and Zyglidopoulos discuss the foundation concepts and implementation of stakeholder management as well as the advantages this approach provides to firms and their managers. They present a number of tools that managers can use to implement stakeholder thinking, better understand stakeholders and create value with and for them. The Element concludes by discussing how managers can create stakeholder oriented control systems and by examining some of the important stakeholder-related issues that are worthy of future scholarly and managerial attention.