| 英文摘要 |
The limitation of the traditional company’s purpose for pursing profit cannot meet the need of social innovation and corporation’s responsibility to society under new economic development era, so there is a need to adjust this limitation under current company law. The Amendment of Company Law article 1 adopt the concept of CSR. This amendment follow the current trend of international development. However, it is pity that such amendment does not include the related rules for establishing the system for company type’s social enterprise. Besides, when lawmakers try to establish a sound legal rule for company type’s social enterprise, they should consider its influence to corporate governance. Although article 1 and 23 of Taiwan’s Company Law restrict the development of company type’s social enterprise, they provide the important gate-keeper function for traditional company and should not be abolished. Through adopting the profits with purpose company chapter/section, it can separate such company with the for-profits company and clearly define the standard for fiduciary duty; It can help to reduce the future legal risks for company type’s social enterprise while prevent the abuse of its usage. Furthermore, the disclosure requirement under the profits with purpose company chapter/section helps to introduce patient capital, avoid greenwash problem (it can destroy the trust of consumer and investor), and form a sound market and eco-system for social enterprise. Therefore, this article suggests lawmakers to adopt the benefit corporation legislation in order to build the system of company type’s social enterprise in Taiwan. |
