Putting to Rest the Debate Between CSR and Current Corporate Law

Harvard Law School Forum on Corporate Governance and Financial Regulation

Marc S. Gerber Edward B. Micheletti Peter A. Atkins

Partners Peter Atkins, Marc Gerber and Edward Micheletti look at dueling statements recently released by the Business Roundtable and the Council for Institutional Investors commenting on the appropriate role of publicly traded for-profit business corporations in addressing societal interests, including those of nonshareholder stakeholders. They conclude that, from a legal perspective, the path is clear, at least in Delaware: A board focused on stockholder interests has the discretion to make decisions that also advance the interests of nonshareholder corporate stakeholders or more general societal interests.