Is Corporate Social Responsibility just Window Dressing?

COURSE ASSESSMENT QUESTION:

‘Corporate social responsibility (CSR) is nothing but window dressing. Not only is the scope of CSR unclear, its successful implementation into a legal framework is impossible to assess against qualitative criteria. Thus, the implementation of non-financial reporting requirements owing to Directive 2014/95/EU as part of corporations’ annual reporting obligations is meaningless and distractive.

Bearing in mind the significant flexibility for corporations to disclose relevant information and with reference to both relevant primary and secondary sources, critically discuss the above statement.

INTRODUCTION:                        

The concept of corporate social responsibility (CSR) has since the mid-1990s, gained renewed force in public and political debates, about the social responsibility of firms following the advent of transnational trade and the growth of multinational corporations (MNC).[1] This rekindled interest in CSR and its relevance can be attributed to the effect of globalisation, which introduces a more complex economic paradigm. [2]

The evolving global business environment creates moral burdens and social obligations on businesses in their corporate relations with the various stakeholders who are either directly or indirectly affected or have interest in their business operations.[3] Besides adhering to the laws of the state, these business entities are expected to fulfil social expectations by way of giving back to the society, part of the benefits they derive from the society within which they operate. What is most critical in today’s corporate governance is the articulation of these social obligations in terms of what is defined today as ‘Corporate Social Responsibility’.[4]

The idea of CSR presupposes a mutual relationship between businesses, stakeholders and the society.[5] Sadly, most businesses interpret this concept more as gratuitous and voluntary undertakings borne out of their goodwill and not as a duty predicated on any legal obligation. Others use CSR as a tool for enhancing their corporate image and advertisement; presenting impressive scorecards and cosmetic impression of good neighbourliness without conforming to ethical standards.  While the early conception of CSR was less problematic because the actors were relatively limited to shareholders and their customers, modern CSR tend to be more ambiguous in scope and hence, problematic. This is owing to the gradual departure from the traditional view of CSR from the shareholder-centred perspective[6] to a more complex concept which integrates more stakeholders and other incidental issues like labour, human rights, bribery, ant-corruption and environmental matters within the scope of CSR.

Interestingly, different laws regulate most of these interrelated issues, which have been integrated into CSR, thereby begging the question as to the very scope of CSR. The widened scope also creates some uncertainties on the mechanisms for implementation of CSR principles, in the light of its non-regulatory and voluntary nature, with particular reference to the EU Directive 2014/95 on Non-financial reports of certain large organisations/Undertakings.[7] In discussing the above statement, this work shall objectively analyse the following issues raised:

1. Is the scope of CSR unclear and not amenable to a legal framework?
2. Can the Directive 2014/EU be effectively implemented?
3. Is CSR nothing more than window dressing?

MEANING AND SCOPE OF CSR

The most fundamental question about CSR bothers on the true meaning.[8] Although the term is widely invoked, it is seldom defined, and many of the ways in which it is actually used are either vacuous or ambiguous.[9] As a result, even when the intentions of CSR advocates have been good, their recommendations have often been damaging.[10] CSR is a wide concept with a variety of meanings.[11]

Mohr, [12] groups the definitions into multidimensional and the concept of social marketing. He posits that multidimensional definitions describe the major responsibilities of companies while social marketing concept defines CSR at a more theoretical level.[13] Kotler[14] simplifies this view, as he aptly explains that the social marketing concept relates to positive impact of businesses on the society. He stresses that businesses should be carried out in a way that improves both the customer and society’s wellbeing.[15] This infers that necessity is laid upon businesses as a matter of obligation, to carry out their operations in a socially responsible manner to minimise harm to both humans and the environment, while responding to the legitimate demands of its stakeholders.[16]

Archie Carroll gives a more comprehensive definition of CSR.[17] He explains that CSR includes four kinds of dimensions- economic, legal, ethical, and philanthropic. To Carroll, each aspect of CSR can be tested in relation to the various stakeholders of the company (e.g. customers, owners, the community, employees and the public at large). Carroll is more authoritative as he expounds on the legal responsibility dimension of CSR, which means that operating within the ambit of the law is not a question of choice but a legal obligation. Although these definitions vary in level of abstraction and, appear quite different, they all emphasize that a socially responsible firm should have concerns beyond short-term profitability.[18] This is well captured by the World Business Council for Sustainable Development’s (WBCSD)[19] definition CSR as ‘the continuing commitment by business to behave ethically and contribute to economic development while improving the quality of life of the workforce and their families as well as the local community and society at large’.

Evidently, CSR is a well-directed effort to address the business concerns for social needs.[20] It is a strategy by which companies incorporate societal concerns in their business operations and in their interactions with the different stakeholders and interest groups.[21] While the need for mutual benefits between businesses and the society forms the basis for CSR, it’s scope appears to be ambulatory, in line with the dictates of changing nature of business operations. As businesses continue to develop into complex undertakings, with domineering influence and presence in almost every sphere of the society and governance,[22] so has CSR evolved to cater for such development.[23] Some corporations have demonstrated significant control over the economic, political and even social sectors of most developing countries,[24] without a corresponding regulatory framework to checkmate this overwhelming influence. With greater influence comes greater demands and expectations from the society and this accordingly expands the scope of CSR from the traditional shareholder-centred perspective[25] to a modern view which accommodates more stakeholders and incidental issues arising from corporate relations,[26] like human rights, environment, labour and anti-corruption.[27]

Whilst this justifies the expanding scope of CSR and the renewed interest by the government,[28] it however creates uncertainty as regards the utilitarian value of the expanded scope without a corresponding distinct legal framework, because most of the business-related issues like human rights, anti-corruption, labour and environment which have been subtly incorporated into the scope of CSR are regulated by their respective laws. There appears to be no corresponding legal framework to complement the expanded scope of CSR, even from the various definitions given by various authors and writers referred above, except as thinly introduced by Carroll in his ‘legal responsibility’ classification of CSR. This apparently tends to justify the assertion that ‘not only is the scope of CSR unclear, its successful implementation into a legal framework is impossible to assess against qualitative criteria.’

Aligning with the above submission completely would be prejudicial to the various international principles and soft laws (like the OECD, UN Global Compact, GRI, UN Draft Code of Conduct on Transnational Corporations,[29] the Ruggie Framework[30] which have tried to establish a legal basis for CSR, albeit in the absence of a definite legal framework to ensure compliance. [31] Thus, a careful analysis of few of these international initiatives and efforts by States gives glimpse of hope of the possibility of a successful implementation CSR into a legal framework and technically punctures the above statement.

INTERNATIONAL FRAMEWORK FOR IMPLEMENTATION OF CSR

• OECD Guidelines on Multinational Enterprises.^[32]

The OECD Guidelines is one of the various international initiatives aimed at creating a structured framework (albeit non-regulatory) for socially acceptable corporate conduct.^[33] In line with the widened scope of CSR, its principles cover a range of issues which deals either directly or incidental to corporate relations- like employment, business relations, environmental management,[34] anti-corruption, taxation, consumer protection.^[35] Admittedly, the OECD is not a binding legal framework in its strict sense, but soft law which establishes a template for corporations operating overseas  to conduct their businesses in consonance with internationally prescribed standards and in conformity with national laws of the States within which they operate.

To ensure compliance with its principles, the OECD Guidelines puts in place a complaint mechanism through the National Contact Point (NCP).^[36] The NCP serves as platform upon which member States can monitor the level of compliance by businesses and at the same time offers individuals and groups an enhanced platform to report erring corporations.^[37] This administrative arrangement is to a large extent dependent on the capacity of member States to devise means of supervision and implementation. Although these soft laws like the OECD and the UNGC are non-binding, but these to a large extent can complement corporate laws of individual States to create a legal basis for CRS.

For instance, the United Kingdom approach to CSR is both facilitated by the OECD Guidelines in conjunction with the UK Corporate Governance Code[38] and further integrated into the UK Companies Act.[39] With such statutory basis and the subsequent appointment of a minister of CSR in the United Kingdom, it would be quite misleading to hold that it is impossible to achieve a successful implementation of CSR into a legal framework.  To further accentuate this point, the proposed CSR bill in Nigeria which has been pending before the National Assembly of Nigeria since 2008, also could be used a reference point.[40] The billwhen passed into law is intended to establish a statutory framework which would clothe CSR with force of law and make it mandatory for business corporations; establish a supervisory, enforcement and regulatory body to ensure compliance and also impose sanctions for erring corporations.[41]

• Equator Principles[42]

The Equator Principles is a framework for risk management which has been adopted by companies for assessing, determining and managing social and environmental risks in projects.[43] Its primary aim is to provide a minimum standard for due diligence to support responsible decision-making. [44]These principles are also voluntary and are modelled on the environmental standards of the World Bank.[45] Just like the OECD Guidelines, the effectiveness of the Equator Principles is dependent on the willingness of businesses to adopt these principles, and set up mechanisms to ensure its implementation. This invariably means that the problem is not solely the absence of legal framework for CSR, but the will power of States to independently integrate some of these international standards and principles into corporate codes regulating business operations in their respective jurisdictions.

• United Nations Global Compact (UNGC).^[46]

The UNGC is another non-regulatory and voluntary international initiative aimed at enhancing the scope of CSR through setting standards for corporate operations.^[47] It reinforces important aspects of CSR like environment and human rights and anti-corruption in business operations and enjoins corporations to voluntarily sign up.^[48] While the UNGC cannot be said to have establish a legal framework for the implementation of CSR, it should be appreciated to the extent that it has created a systematic mechanism to achieve legitimacy and wide acceptance through active involvement  of six specialised UN agencies; the civil society organisations and the private sector.^[49]

This explains why the UNGC is acclaimed to be the world’s largest non-voluntary international initiative for the projection of CSR of corporations.[50] Despite the wide acceptance of the UNGC, it has been criticized for lack of effective supervisory and enforcement mechanism to ensure the implementation of its salient principles on CSR.[51] Despite the tangible contribution of the UNGC in establishing a common threshold and index for internationally prescribed corporate conduct, its non-binding nature whittles down its potency in the area of implementation and effective supervision. Even its provision for progress report is prone to manipulation in the absence of any independent mechanism to scrutinize or evaluate the veracity of these reports presented by corporations or businesses.[52]

• Global Reporting Initiative (GRI G3 2006)

The GRI aims to standardise the various codes and principles which have been in existence since the 90s.[53] This framework provides global indicators for report of performances by business houses.[54] Here, organisations have the option of choosing which indicator to adopt in their report. However, we are still faced with the problem of knowing how to compare performance results because not all organisations take part in this and also the use of different indicators pose a great problem.[55]

Taking into consideration the soft law nature of these frameworks, and the fact that they are often principle-based and vague, it is difficult to formulate strict conclusions about the ambit of their applications and implications.[56]

Most businesses seem to sign up not because of their genuine interest to promote CSR, but as an avenue to enhance their image and gain international appraisal under the auspices of the United Nations.[57] Despite the weaknesses created by the non-binding nature of these initiatives, it however sends a strong signal on the possibility of establishing a legal framework for CSR, especially the Ruggie Framework which has been adopted the UN Committee on Human Rights, with the possibility of further actions on a binding treaty on transnational businesses.[58]

THE EU DIRECTIVE 2014/95/EU

The Directive on disclosure of non-financial and diversity information which came into force in December 2014, requires large markets/undertakings which are public – interest entities with more than 500 employees to disclose in their management report relevant and useful information on their policies, main risks and outcomes relating to at least environmental matters, employee and social related aspects, respect for human rights, anticorruption ,bribery issues, and diversity in the board of directors.[59]

The directive provides a high level, principles – based, legislative framework with sufficient flexibility to enable member States to implement in the manner that best serves their internal markets.[60] It does not specify the particular procedure for disclosure but it permits the use of national, European or international frameworks which should be disclosed upon usage.[61] While this concept gives valuable insight on internal and external policies, values and visions, risk management and perspectives, there is significant flexibility for companies to disclose relevant information (including reporting in a separate report), as well as they may rely on international, European or national guidelines (e.g. the UN Global Compact, the OECD Guidelines for Multinational Enterprises, ISO 26000, etc.) taking into consideration the multidimensional nature of CSR.[62]

Whilst the flexibility of the non-financial report could be an advantage, as every business has its own peculiarities and challenges[63] which might require different approaches and strategies towards meeting up with its corporate demands, it is not without its own shortcomings. The lack of mandatory standard for these reports can have adverse effects on the quality of reporting thereby undermining the reason behind the report itself. [64] According to Monciardini, the failure to verify the quality of information disclosed, presents a risk of ‘cherry picking’ information and ‘boiler plate disclosure’.[65] Paragraphs 3 and 5 to the EU/DIRECTIVE/95/2014[66] takes into account the multidimensional nature of CSR, the diversity of the CSR policies implemented by businesses matched by a sufficient level of comparability to meet the needs of investors, other stakeholders and consumers. This poses a problem of ascertaining the mechanism to ensure strict compliance with this directive as well as the uniformity of these reports upon comparison having in mind the diverse jurisdictions and the company laws governing the affairs of these undertakings. Giving companies so much flexibility in adhering the Directive may lead to the inability to carry out a detailed comparative analysis between competing companies.[67]

Also, Article 29a of the Directive[68] provides for consolidated non-financial statements from parent undertakings of a large group.[69]This approach is quite unique, viewing it from a regulatory point because law does not regulate groups but individual undertakings.[70] This approach is also unique because it implies that the guidelines and frameworks that the parent company is subject to should apply to all undertakings in the group, and also those that are in foreign jurisdictions.[71] This can be seen as an avenue to ensure that parent undertakings are driving compliances with the policies in the subsidiaries that operate in jurisdictions with less developed systems.[72] Whilst it may be possible to undertake these consolidated reports, it has its own shortcomings, which includes how these subsidiaries are controlled and supervised, as it has over the years been an issue of the subsidiaries being unwilling to divulge information[73]. Also, these reports must be prepared by undertakings that are public interest entities with an average number of 500 employees. This Directive does not define what the term ‘public entities’ mean and also parent undertakings can for the purposes of non-compliance reduce the number of its staff to be lesser than the required average of 500.

Another shortcoming of the requirement for consolidated non-financial statement that comes to mind is the fact that subsidiaries of these parent undertakings which are in different legal jurisdictions are subject to the binding company laws of their host States. This is because the extent to which a subsidiary may be submitted to the parent’s control will depend on the company law applicable to the subsidiary. A fundamental problem with the non-financial reporting is the lack of mechanism for verifying the authenticity of the reports as can be evaluated against the background of some notable case studies:

 A case study of Unilever

Unilever Plc. is a multinational consumer goods company which is recognised as a world leader for corporate action on climate change and scored 3^rd position in research carried out on a content and quality on CSR reports of Dutch companies.[74] The company summarised in a single page the policy it has pursued with regard to several social and environmental policies, detailing its strategy and the resource allocation involved in the business model adopted in its Annual Report of 2014.[75] In highlighting its sustainable living plan, Unilever clearly highlights the environmental and social impact of the production as it relates to improving health and well-being, environmental impact, enhancing livelihood, opportunities for women, fairness in workplace, health and hygiene etc.[76] However, while Unilever projects itself as meeting CSR standards, its labour practices in Vietnam has been found wanting by Oxfam Report.[77] The report evidences the poor working conditions in one its Vietnam factories where its workers’ wages are insufficient to earn them adequate diets nor keep their children in school, its suppliers and managers were unclear about Unilever’s code of conduct, its workers were too scared to voice their grievances, factory workers were employed by a third party on much poorer terms and conditions and their suppliers with employees were discovered to be working for illegal overtime hours.[78] This report shows Unilever fell short of the standards it set for itself.[79]

Another example is the Volkswagen manipulation of emission data scandal which represents an absolute failure not only in terms of terms of CSR, but questions the veracity of reports and data presented by corporate organisations and businesses even when they opt to comply.[80] Volkswagen projected its compliance with CSR standards on the basis of its supposedly environmentally friendly cars meanwhile it was polluting the planet.[81]

The scenarios above, amongst others gives credence to the assertion that CSR is seen as a ‘blue washing’ and ‘box ticking’ approach by companies. The problem of lack of mechanisms for implementation of these CSR policies as well as supervisions still subsists even with the tangible efforts aimed at establishing templates and guidelines and suggest the urgent need to restructure CSR to form part of corporate or company laws of States and to reflect in primary incorporation documents like the memorandum and articles of association.[82]

CONCLUSION

At the heart of CSR is the conception that business houses can be trusted to adopt the appropriate regulatory steps and tackle effectively any problems their operations may cause,[83] but can these voluntary approaches be adequate enough to ensure CSR is attained?[84]  The above case studies present a persuasive reason why many see CSR as ‘nothing more than a window dressing’ have viewed CSR because most businesses paints excellent and appealing pictures of social responsiveness while the opposite might be the case[85]. Nevertheless, this should not undermine the conscious effort of some other businesses that have positively impacted on the society,[86] and at the same time built an admirable corporate relationship with the various stakeholders through the tool of CSR.[87]

Hence, this paper has given a balanced analysis of the subject without unduly aligning with the proposition which forms the topic for discussion. While appreciating the various soft laws, it appears that the EU Directive presents a more determined and authoritative basis for implementation of CSR, despite some of its shortcomings. This is because, States have a legal obligation to transpose EU Directives into their national laws and ensure effective supervision and enforcement. Admittedly, the EU Directive presents a legal framework for CSR reporting, but in the words of Szabo and Sorensen ‘an approach to non-financial reporting built on minimum harmonisation which is not supported by detailed rules and standards on the processing and collection of information, is not likely to have a significant effect’.[88] It is hereby recommended that while the EU has set the ball rolling for the establishment of a legal framework for CSR, States should devise effective means and methods of  transposing in line with their local circumstances and implementing the EU Directive so as to give it the force required for its implementation. In the absence, of this concerted effort then CSR principles shall remain more like a concept and nothing pretentious.

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• UN Norms on the Responsibilities of Transitional Corporations and other Business Enterprises with Regard to Human Rights, UN Doc. E/CN.4/Sub.2/2003/12/Rev.2 (26 August 2003)

Newspaper Articles

• Nigerian Guardian Newspaper, Thursday January 27^th, 2011, p. 41 (report on Shell CSR in Nigeria)
• Smedley T, ‘Unilever’s Labour Practices in Vietnam found wanting by Oxfam report ‘ The Guardian (7 February 2013) < https://www.theguardian.com/sustainable-business/blog/unilever-labour-practices-vietnam-oxfam-report > Accessed 20 March 2017

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[1] Frank de Hond, Frank G.A. de Bakker and Peter Neergaard, Introduction to Managing Corporate Social Responsibility in Action: Talking, Doing and Measuring (2^nd edn, Routledge 2016)

[2] Bidyut Chakrabarty, Corporate Social Responsibility in India (1^st edn, Routledge 2011)

[3] Ibid.

[4] Ibid.

[5] Christian Herzig, Jeremy Moon,‘Corporate Social Responsibility, The Financial Sector and EconomicRecession’<https://nottingham.ac.uk/business/businesscentres/crbfs/documents/researchreports/paper86v2.pdf> ‘accessed 20 March 2017’

[6] Ali M. Quazi and Dennis O’Brien, ‘An Empirical Test of a Cross-National Model of Corporate Social Responsibility’ (2000) 25 (1), Journal of Business and Ethics, 33, 35.

[7] Directive 2014/95/EU of the European Parliament and of the Council.

[8] Collin Crouch and Camilla MacLean, ‘The Responsible Corporation in a Global Economy’ (2011) Oxford Scholarship Online < http://www.oxfordscholarship.com/view/10.1093/acprof:oso/9780199592173.001.0001/acprof-9780199592173> ‘accessed 7 April 2017’

[9]Ibid.

[10]Ibid.

[11]Lois A Mohr, Webb Deborah J, Harris E.  Katherine, ‘ Do Consumers Expect Companies to be Socially Responsible? The Impact of Corporate Social Responsibility on Buying Behaviour’ (2001) 35(1) The Journal of Consumer Affairs 45.

[12]Lois A Mohr, Corporate Social Responsibility: Competitive Disadvantage or Advantage? in Ronald Paul Hill and Charles Ray Taylor (eds), In the Proceedings of the 1996 Public Policy Conference (Chicago: American Marketing Association 1996) 48 – 49.

[13]Ibid.

[14]Philip Kotler, Marketing Management: Analysis, Planning, Implementation, and Control (7 edn, Englewood Cliffs, NJ: Prentice Hall 1991)

[15] Ibid.

[16]Ed Jr. Petkus, Robert B. Woodruff, Decision-Making Process in Marketing: Linking Decision Makers and Stakeholders: Linking Decision Makers and Stakeholders. in Chris T Allen (ed), In Proceedings of’ the Winter 1992 American Marketing Association (Chicago: American Marketing Association 1992)  

[17]Archie B. Carroll, ‘Corporate Social Responsibility: The Centerpiece of Competing and Complementary Frameworks, available at: www.elsevier.com/locate/orgdyn (accessed on 16 April, 2017).

[18]Ibid

[19] Lord Richard Holme and Phil Watts, Corporate Social Responsibility: Making Good Business Sense 10, World business Council for Sustainable Development (WBCSD) < http://old.wbcsd.org/work-program/business-role/previous-work/corporate-social-responsibility.aspx> ‘accessed 14 April 2017’

[20] Bidyut, supra (n.5)

[21] Commission of the European Communities (2001) Promoting a European Framework for Corporate Social Responsibility, Green Paper, European Commission, Brussels

[22] Tima Bansal, Natalie Slawinski, et al, ‘Beyond Good Intention: Strategies for Managing your CSR Performance’, Ivy Business Journal, available at: http://iveybusinessjournal.com (last accessed on 17 April, 2017).

[23] Tamara Straus, ‘Study Finds Rise in Corporate Power’, (AlterNet, 7 December 2005) available at: < www.alternet.org/story/10184 > (last accessed 16 April, 2017)

[24] Uwem E. Ite, Multinationals and Corporate Social Responsibility in Developing Countries: A Case Study of Nigeria (2004) 11(1-11) Corp. Soc. Responsib. Environ. Mgmt, p.1-2 < onlinelibrary.wiley.com/doi/10.1002/csr.49/epdf. (last accessed 16 April, 2017)

[25] Adefolake O. Adeyeye, ‘Corporate Social Responsibility of Multinational Corporations in Developing Countries’, in Corporate Social Responsibility of Multinational Corporations in Developing Countries: Perspectives on Anti-Corruption. (Cambridge University Press, 2012) p.7. Doi: https://doi-org.ezproxy.uwe.ac.uk/10.1017/CBO9781139005067.006

[26] Dima Jamali and Yusuf Sidani, ‘Classical vs. Modern Managerial CSR Perspectives: Insight from Lebanese Context and Cross-Cultural Implications’ (2008) 113(3) Business and Society Review 330.

[27] Christopher Stone, Where the Law Ends (New York: Harper and Row, 1975) p331.

[28] Frank Den Hond et al (eds.), Managing Corporate Social Responsibility in Action, (Ashgate Publishing Ltd, 2007) p.1.

[29] Draft United Nations Code of Conduct on Transnational Corporations, UN ESCOR, Special Session, Supp. No 7, Annex II, UN Doc. E/1983/17/Rev.1

[30] Business & Human Rights Resource Centre, ‘ UN “Protect, Respect and Remedy” Framework and Guiding Principles, available at: < https://business-humanrights.org/en/un-secretary-generals-special-representative-on-business-human-rights/un-protect-respect-and-remedy-framework-and-guiding-principles > last accessed 16 April, 2017.

[31] Moon, N. Gond, Corporate Social Responsibility and Government, in Ceon and others (eds), Oxford Handbook of Business and Government (Oxford University Press 2010).

[32] www.oecd.org/dataoecd/56/36/192248.pdf (last accessed 10 April, 2017).

[33] Sarah Anderson, ‘International Regulation of Transnational Corporations (2006) Institute for Policy Studies. A Paper Presented at a Workshop on International Regulations Sponsored by Focus on the Global South in December 2006. P. 4.

[34] See OECD Guidelines, VI. Environment, www.oecd.org/dataoecd/43/29/48004323.pdf

[35] See full text of the OECD Guidelines. Available at < http://www.oecd.org/document/28/0,2340,en_2649_34889_2397532_1_1_1_1,00.html > last accessed on 16 April,2017).

[36] UK Department of Business and Skills, (16 April 2017) < http://www.gov.uk/guidance/uk-national-contact-point-for-the-orgaanisation-for-economic-co-operation-and-development-oecd > (last accessed 17 April, 2017).

[37] Ibid.

[38] UK Corporate Governance Code, (September 2014) preface, available at: https//www.frc.org.uk/Our-Work/Publication/Corporate-Governance/UK-Corporate-Governance-Code-2014.pdf.

[39] See s. 172 (d&e) UK Companies Act, 2006, available at: http://www.legislation.gov.uk/ukpga/2006/46/contents (accessed 30/03/2016).

[40] Adaeze Okoye, ’Novel linkages for Development: Corporate Social Responsibility, Law and Governance: Exploring the Nigerian Petroleum Industry Bill’, (2012) 12(4) Corporate Governance: The International Journal of Business in Society, p. 460 at 465. http://dx.doi.org/10.1108/14720701211267801

[41] Ibid.

[42]Available at < http://www.equator-principles.com > ‘accessed 20 March 2017’

[43] Ibid.

[44] Ibid.

[45] Ibid.

[46]< www.unglobalcompact.org >last accessed 12/12/16.

[47] Elena Blanco and Jonah Razzaque, Globalisation and Natural Resource Law, Challenges, Key Issues and Perspectives (Edward Elgar Publishing Limited, 2011) p. 225.

[48] Ibid.

[49] Nina Bandi, ‘United Nations Global Compact: Impact and its Critics’ (13-09-2007) Covalence Analyst Papers, University of Geneva, Switzerland. P.1. <UnitedNationalsGlobalCompact.pdf>

[50] Ibid.

[51] UN Global Compact: Under Criticism. < http://www.global-ethic-now.de/gen-eng/0d_­weltethos-und-wirtschaft/0d-03-neue-art/0d-03-106-global-com-kritik.php > (last accessed on 16 April, 2017)

[52] UN Global Compact, cop Review Project’, www.unglobalcompact.org/COP/Review_Project.htmliew_Project.html. (Last accessed on 17 April, 2017).

[53] ibid

[54] Halina Szejnwald Brown et al, ‘The Rise of the Global Reporting Initiative: A Case of Institutional Entrepreneurship, (2009) 18(2) Environmental Politics, 182 at 182. http://dx.doi.org/10/1080/09644010802682551

[55] Ibid.

[56] Daniel Gergely Szabo, Karsten Engsig Sorensen ‘Non-financial reporting, CSR Frameworks and Groups of Undertakings: Applications and Consequences’ (2017) Journal of Corporate Law Studies.

[57] Ibid.

[58] UN Norms on the Responsibilities of Transitional Corporations and other Business Enterprises with Regard to Human Rights, UN Doc. E/CN.4/Sub.2/2003/12/Rev.2 (26 August 2003).

[59] Federation of European Accountants, ‘EU Directive on Disclosure of Non-Financial and Diversity Information’. Available at< https://www.accountancyeurope.eu/wp-content/uploads/FEE_position_paper_EU_NFI_Directive_final.pdf > ‘accessed 20 March 2017’

[60] Ibid.

[61]Ibid.

[62]Ibid.

[63] Uwem E. Ite, Multinationals and Corporate Social Responsibility in Developing Countries: A Case Study of Nigeria (2004) 11(1-11) Corp. Soc. Responsib. Environ. Mgmt., p.1. < onlinelibrary.wiley.com/doi/10.1002/csr.49/epdf. (last accessed 22/12/16).

[64] John Quinn and Barry Connolly, The Non-Financial Information Directive: An Assessment of Its Impact on Corporate Social Responsibility’ (2017) 14 (1) European Company Law Journal 21

[65] David Monciardini, Regulating Accounting for Sustainable Companies: Some Considerations on the Forthcoming Directive (2014) 11 (2) European Company Law Journal 121

[66] Supra (n.7)

[67] Stephan Muller, Martin Stawinoga and Patrick Velte, ‘Stakeholder Expectations on CSR Management and Current Regulatory Developments in Europe and Germany (2015) 12(4) Corporate Ownership and Control 506 -513.

[68]Ibid.

[69] Article 29a of the Directive States that public entities which are parent undertakings of a large group exceeding on its balance sheets dates, on a consolidated basis, the criterion of the average number of 500 hundred employees during the financial year shall include in the consolidated management report a consolidated non-financial statement containing information to the extent necessary for an understanding of the group’s development, performance, position and impact of its activity.

[70] Dániel Gergely szabó and Karsten Engsig sørensen, ‘Non-financial reporting, CSR frameworks and Groups of Undertakings: Application and Consequences’ [2017] 17(1) Journal of Corporate Law Studies <10.1080/14735970.2016.1254449> ‘accessed 20 March 2017’.

[71] Ibid.

[72] Ibid.

[73] This is because the parent undertaking will not normally have a formal legal right to request the information as a shareholder of the subsidiary. Although some shareholders may require some information at or in connection with the general meeting. However possible this might sound, it would not be a very practical way of obtaining the information required.

[74] Unilever annual report and accounts (2014). Available at <https://www.unilever.com/Images/ir_unilever_ar14_tcm244-421557_en.pdf> ‘accessed 20 March 2017’

[75] Ibid.

[76] https://www.unilever.com/Images/ir_unilever_ar14_tcm244-421557_en.pdf Accessed 18 March 2017

[77] Tim Smedley, ‘Unilever’s Labour Practices in Vietnam found wanting by Oxfam report ‘ The Guardian (7 February 2013) < https://www.theguardian.com/sustainable-business/blog/unilever-labour-practices-vietnam-oxfam-report > Accessed 20 March 2017.

[78]Ibid.

[79] Ibid.

[80]Enrique Dans, ‘Volkswagen and the Failure of Corporate Social Responsibility’ Leadership (27 September  2015) < https://www.forbes.com/sites/enriquedans/2015/09/27/volkswagen-and-the-failure-of-corporate-social-responsibility/#30112ae74405 > Accessed 20 March 2017.

[81]Ibid.

[82] Ibid.

[83] Ibid.

[84] Ibid.

[85] Christian Aid, ‘Behind the mask, the Real Face of Corporate Social Responsibility’ (2004) p. 4, available at: https://www.st-andrews.ac.uk/media/csear/app2practice-docs/CSEAR_behind-the-mask.pdf (last accessed on 18 April, 2017).

[86] Jedrzej George Fryna, ‘the False Developmental Promise of Corporate Social Responsibility: Evidence from Multinational Oil Companies (2005) Vol. 81(3) International Affairs (Royal Institute of International Affairs 1994) 581.

[87] Nigerian Guardian Newspaper, Thursday January 27^th, 2011, p. 41. (report on Shell CSR in Nigeria)

[88] Daniel Gergely Szabo and Karsten Engsig Sorensen, ‘New EU Directive on the Disclosure of Non-Financial Information (CSR) (2015) 12(3) European Company and Financial Law Review 307 – 316.