公司治理-澳洲的企业社会责任

陈曦 刘梦娇

摘要：企業进行公司治理的目的是为了确保企业的行为能够受到一定的控制和规范。一个企业和公民一样具有权利和义务，其行为也应该被引导去考虑和平衡社会各部分的利益。企业进行公司治理从研究的角度来看，企业是一个相对较新的领域，在现实世界中，企业也是一个越来越受到关注的领域。从治理的角度来看，相关法律法规的优化可以使企业的情况变得更好。在治理过程中，企业的社会责任问题受到社会上理论界和实务界的广泛关注，认为企业社会责任应该不仅仅意味着捐赠和减少污染，并且企业相关的法律法规还不成熟，企业社会责任不可能在全世界范围内都适用，因此实际上围绕这个话题社会上存在着激烈的争论。在这篇文章中，我们将讨论澳大利亚企业社会责任的现状，以及如何改善企业面临更激烈的全球化竞争的局面。

关键词：公司治理 ; 企业社会责任 ; 风险管理 ; 澳大利亚现行法规

Corporate Governance - Corporate Social Responsibility in Australia

ChenXi   Liu mengjiao

College of Mobile Telecommunications Chongqing University

of Posts and Telecom , Financial Management

Code 401520

China Academy of Launch Vehicle Technology  100076

Introduction

Corporate governance is to make sure the behaviors of the corporations be controlled and regulated. The corporation is with the rights and liabilities of a citizen, like a corporate citizen, and their behaviors should be directed to be considering and balancing the interests of different parts of the society. The corporate is a relatively new field from the perspective of research, and in the practical world its also a field gathering more and more attention. From the governances perspective, the optimization of relevant laws and regulations can make the situations better. Of them, the Corporate Social Responsibility was getting lots of attention from both the theoretical and practical world. The Corporate Social Responsibility (CSR) should mean more than donation and less pollution. The relevant corporation laws and regulations are still not mature. CSR cannot be adapted all around the whole world, and there are actually fierce debates around this topic. What is the situation of CSR in Australia and what can improve the situation for facing the globalization and more fierce competition, will be discussed in this paper.

Key words

Corporate governance ; corporate social responsibility ; risk management ; current Australian legislation

CSR in Australia currently

As above, the Corporate Social Responsibility is one method of corporate governance, and is getting more attention from the theoretical and practical world. Before the CSR, it is believed that the corporations should only care about their profits and the interest of the stakeholders, however, the three bottom lines theory was raised, to advise the corporations to pay attention to the economic, social and environmental factors at the same time. The stakeholder as a center situations gradually developed to the shareholder interest as a center theory. The shareholder means the employees, the suppliers, the communities and even the whole world.

How is the CSR governed in Australia currently? The Australian Standards Association was analyzing CSR and confirm the definition a mechanism to concern about the social and environmental factors into the corporations daily operations and the interactions with the stakeholders, which is above legal responsibilities of the corporations. All is done based on the voluntary view of the corporations. It means that the origin and scope of CSR is the behavior which is encouraged, but its a voluntary behavior. It can be interpreted if the corporation does not take the CSR into their operations and considerations, its not against the law. This make it more complex and difficult for corporate governance.

Nowadays the investment channels has changed based on the fact that the finance industry have been developing rapidly. With more and more mature and diverse financial instruments and products, the large financial institutions has taken more proportion of the total investment market than before. The large financial institutions, such as the Wall Street corporations, has impacted a lot on the large entities in Australia and the world. In fact, with the impact and even pressure from the financial institutions, the corporations need to be more transparent, information symmetric and full extent of disclosure. For instance, according to the Corporate Overview, the ASX is one of the top five exchange markets in the world, which has raised some requirements and regulations to the operation of the corporations in Australia. As required, all the entities should disclose the influence on the social and environmental environments, and if there are some risks existing then it must be stated what and how the corporation plan to deal with it. ASX recommends the listed entities to take the social and environmental sustainability into consideration as the global trends, but ASX do not require for a sustainability report as a mandate. However, if the corporation provides and released a sustainability report, it could be a way to help to know the situations clearly

In Australia, the Governments Companies and Markets Advisory Committee has posted some reports regarding the CSR. The core topics and debates around the CSR include, whether or not the Corporate Act should ask or require the corporations to take the interests of different kinds of stakeholders into considerations when making decisions on a daily basis, whether or not the communities and even the whole society should be taken into consideration, whether corporations should regularly release reports about the social and environmental influences from the operations of the corporations, and so on. For example, when it comes to the bankrupt, should the corporations care more about the interests of other counter-parties or stakeholders? Or the ordinary individual investors interest should be more important or prioritized? The Committee proposed its not applicable or efficient to fix and require the certain stakeholder groups or to what extent the groups should be cared about, and this may be different for different corporations. However, entities should posted the social and environmental influence in the reports. CSR is different with other kinds of corporation governance way and the corporation should have the right to choose and decide to what extent they care about the stakeholders when making decisions. Also, education and coaching about the benefits of conducting CSR to corporations should always be conveyed and delivered to the corporation, to make the CSR implementation better and in a more appropriate way.

The Chartered Secretary Australia and CAMAC has confirmed on the relevant interests theories. Before some may believe that the corporations, from a legal perspective, only connects to the interests of the shareholders. While in fact, by law, the directors are regulated and required to make decisions for the sake of the corporation, but not the shareholders alone. According to the CAMAC Report-The social responsibility of corporations, generally the sake of the corporation are in accordance with the sake of the stakeholders. As the CSR is relatively hard to require all the corporations behave in the same way and to the same extent, the laws and regulations regarding CSR can be directly pointed to the certain problem. For example, the disclosure relevant regulations should be met to ensure the transparency of the entity to the public and financial institutions (Corporate social responsibility 2015).

Also, risk management is more and more important in the era of globalization, especially for the international or multinational large corporations. The ASX required the entities to release and post their risk management rules and policies, but not include the actual operating risk exposure. Also, with the development of information technology, the ASX also permit the online submission of the sustainability reports and other materials, to make the cost lower. Also, required by the s 299A, in the annual reports of the listed corporation, the non-financial performance and situations must be included in the directors reports, such as the risk management, corporate governance, plans and so on. Besides these statutory requirements, there are some other voluntary behaviors of the corporation regarding the CSR, including the specific theme reporting, communicating with the local communities and the   public about their social performance through other channels.

Examples about how CSR impact on Australia society or corporate culture

Teys Australia is one of the major large corporation in the area of agriculture. As for now, the sustainability specific report is not a statutory one for corporations, Teys can choose the preparation and release it or not. However, facing the global competition and increasingly attention to the area of social sustainability, Teys needs to pay more attention to the area of CSR, in order to communicate well with the other interest stakeholders like the customers, employees and so on. Also, they need to obtain certain relevant credentials or certifications to prove their products are provided and delivered in a health and sustainable way. Teys has prepare the sustainability report inside the corporation as an internal one, and after a while, it will be confirmed and released to the public. The laws and regulations regarding the social and environmental sustainability reporting is not mandatory or strict, so that the corporations could choose the relevant extent and content of the reporting according to the specific situations about the corporation itself. Using the instruments and framework of Corporate Social Responsibility, the Australia corporations can improve their capability of building their brands and communicate their responsible image to the public and the employees. For the corporations operating in the food related industry, such as Teys, the brand image is very important to the whole operation and sales of the corporation. The better use of the CSR strategies can enable Australian corporation to be more competitive in the global markets. Also, as the corporations care more about the interest of the employees, there will be more responsible employees. According to research, some of the managers in Australia have already got a high consciousness about social responsibility, while other may care much less or know less about it. Given the conditions like this, the appropriate training and coaching is necessary, to improve the employee satisfactory and the overall performance of the corporation.

Besides the local corporations, there are also lots of multinational corporations who have a branch office or corporation in Australia. For this kinds of corporations, the CSR strategies and behaviors are more like a combination of both the Australian rules and the whole corporations rules. For example, State Street Australia is a branch corporation from the State Street Corporations. In the State Street, the CSR is highly important, and activities regarding this are rich, including disclosure, donation, environment protection plan, helping the poor, and so on. The State Street also have some plans, like GoWell for improving and caring the situations, life balance and career development of the employees, also like the Go Green club who proposed and organized activities regarding the CSR. For the financial investment and custody industry, the market and laws toleration to any mistake is zero, and the risk management is extremely vital. Any mistake or behavior that is not obey the laws of Australia would possibly lead to a large penalty fine. The risk management skills of this kind of international corporations will also influence the corporate culture of Australia. For example, the diverse risk management methods and the specific departments responsible for CSR and risk management in the State Street Australia, will be an example for the other smaller companies to learn and realize the importance of risk management. The multinational corporation are more necessary to pay attention to the CSR and therefore can be an excellent example for others to learn from.

Recommendations to the exist regulations in Australia

Firstly, global standard should be taken into consideration. When developing the local laws, regulation and recommendations to corporation, relevant Australia organizations have considered the operation and governance in other countries, such as the US, United Union and so on. There are actually many international organizations, with regulations, guidelines and framework, to guide the corporations about how to conduct the Corporate Social Responsibility when doing business in a better way, such as the Global Reporting Initiatives. As the trends of globalization, the laws and regulations in Australia should be more connected to the global standards, in order to provide a better environment for multinational corporations in Australia. For example, if the disclosure rules are somehow different in Australia from the global rules and standards, the brand corporations of the international corporation will operate in Australia with higher cost and longer procedure to adapt. In Australia, the main factors influencing the sustainability reporting are management, financial factors such as investors etc. Considering the specific business environments in Australia which are more mature, the regulations should also be more mature beyond the overall global standards.

Coverage of regulations should be expanded. The content of CSR can be very complex and rich, which is hard to manage in the same strict way. Also, as analyzed by CAMAC, the simple and efficient way to regulate the CSR performance is to regulate to the specific problem, such as disclosure requirements, environmental non pollution standards and requirements and so on. All these regulations with specific content, should be expanded to all kinds of organizations, no matter listed entities, trusts, unincorporated ones and individuals, to make the coverage of the regulations wider.

Voluntary behaviors and regulations should be combined, with more training and coaching programs. CSR, different from other corporate governance methods, is more like voluntary behaviors. Considering the situations that some managers know little about it, the training to all employees is essential, to make them understand fully about the benefits of CSR programs (Quazi, Ali M., and Dennis O'Brien, 2000).

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