Beyond profit
A dissertation presented at the University of Padua tackles the subject of corporate law and ESG
A company does not live only on its profit, even if a positive bottom line and sound financials are necessary for any reputable firm. In other words, the success of a production organisation is not solely determined by its financial performance. This notion might appear self-evident today, yet, in truth, it is not universally acknowledged. It was with these thoughts in mind that Irene Scanferla conducted her research, which subsequently evolved into her thesis, “Stakeholders and Corporate Governance: Integrating ESG Factors into Company Law,” defended at the University of Padua.
Scanferla, in particular, begins by noting that traditional company law stipulates that directors should pursue the corporate interest, which largely aligns with the interests of both shareholders and the company itself. However, she observes that the growing importance of ESG (Environmental, Social, and Governance) criteria has reached a point where directors can no longer afford to overlook them in the performance of their duties. The challenge, as she sees it, lies in the fact that upon reviewing the Italian Civil Code, one finds it lacks guidance on this matter, especially with regards to whether and how the (often conflicting) interests of parties other than shareholders and corporate creditors – collectively referred to as stakeholders – should be taken into account by directors. Hence, her work charts a course towards potential resolutions for this issue.
The study initially focuses on the economic and legal challenges presented by this issue, then explores the definition and nuances of ESG criteria, and ultimately seeks to mediate a fair “compromise among the various interests” at stake.
In her concluding remarks, Irene Scanferla observes: ”It is crucial to acknowledge that generating value which transcends the financial dimension presents a complex challenge, one that, at least currently, not every company can meet. There is no definitive solution to this issue (…) yet numerous strategies are available for society and consumers to implement, fostering change. However, such change can only come to fruition when all stakeholders recognise the value they are capable of creating through collaboration and mutual engagement.”
(Stakeholders and corporate governance: Integrating ESG factors into company law)
Irene Scanferla
Thesis, University of Padua Department of Economics and Management “M. Fanno” Department of Private Law and Law Criticism, 2024
A dissertation presented at the University of Padua tackles the subject of corporate law and ESG
A company does not live only on its profit, even if a positive bottom line and sound financials are necessary for any reputable firm. In other words, the success of a production organisation is not solely determined by its financial performance. This notion might appear self-evident today, yet, in truth, it is not universally acknowledged. It was with these thoughts in mind that Irene Scanferla conducted her research, which subsequently evolved into her thesis, “Stakeholders and Corporate Governance: Integrating ESG Factors into Company Law,” defended at the University of Padua.
Scanferla, in particular, begins by noting that traditional company law stipulates that directors should pursue the corporate interest, which largely aligns with the interests of both shareholders and the company itself. However, she observes that the growing importance of ESG (Environmental, Social, and Governance) criteria has reached a point where directors can no longer afford to overlook them in the performance of their duties. The challenge, as she sees it, lies in the fact that upon reviewing the Italian Civil Code, one finds it lacks guidance on this matter, especially with regards to whether and how the (often conflicting) interests of parties other than shareholders and corporate creditors – collectively referred to as stakeholders – should be taken into account by directors. Hence, her work charts a course towards potential resolutions for this issue.
The study initially focuses on the economic and legal challenges presented by this issue, then explores the definition and nuances of ESG criteria, and ultimately seeks to mediate a fair “compromise among the various interests” at stake.
In her concluding remarks, Irene Scanferla observes: ”It is crucial to acknowledge that generating value which transcends the financial dimension presents a complex challenge, one that, at least currently, not every company can meet. There is no definitive solution to this issue (…) yet numerous strategies are available for society and consumers to implement, fostering change. However, such change can only come to fruition when all stakeholders recognise the value they are capable of creating through collaboration and mutual engagement.”
(Stakeholders and corporate governance: Integrating ESG factors into company law)
Irene Scanferla
Thesis, University of Padua Department of Economics and Management “M. Fanno” Department of Private Law and Law Criticism, 2024