| 英文摘要 |
Considering both domestic and global viewpoints, the question of whether for-profit juridical entities, namely corporations, bear an ethical obligation to fulfill their ESG responsibilities remains a subject of debate without a unanimous consensus. Some scholars argued that it is imperative to mandate corporations to adhere to ESG principles to facilitate the sustainability of their operations. However, our nation’s legal framework does not explicitly require companies to fulfill ESG obligations. The adoption of ESG practices should rightfully fall within the purview of a corporation’s board of directors, as a matter of business decision-making autonomy, with the government refraining from unwarranted intervention.
Furthermore, as the director’s duty to monitor is encompassed by fiduciary duties, if the law were to compel corporations to undertake high-standard ESG practices, then decisions by the board of directors to abstain from ESG initiatives or engage in passive inaction, thereby resorting to equivocation, could potentially be construed as shirking for self-enrichment and a breach of their duty of loyalty to the company and its shareholders. Consequently, the mandatory inclusion of high-level ESG standards in the law not only jeopardizes the substantial discretion vested in directors regarding business operations, but also infringed upon the constitutionally protected freedom of speech of the corporations. As such, this Article asserts that policymakers should refrain from enacting ESG-related regulations solely to pursue ESG ideals. The determination of whether a company should implement ESG practices should rest with its board of directors, who, based on their professional expertise and available information, are best positioned to make business judgments that maximize shareholder benefits. |
