| Summary: | 碩士 === 中國文化大學 === 法律學研究所 === 97 === Corporate Social Responsibility (CSR) refers to corporations pledging to the continuing commitment by business to contribute to economic development while improving the quality of life of the workforce and their families as well as of the community and society at large. Back to the beginning of the 20th century, CRS was considered against the maximum benefits of shareholders and denied by the courts. Currently, it has won attention and approval. Governments around the world and transnational corporations engage themselves in CSR. With donations, companies fulfill their CSR. Donations can be divided into charitable contributions and political contributions. Companies are corporate juristic persons for profit-making purpose. This paper aims at discussions of how donations of private profit-seeking companies are compatible with the nature of profit-making and offering systemized decision and supervision mechanism.
Because of compliance with long-term interests of the comparison, charitable contributions are universally acknowledged in judicial practice and governance of laws. However, charitable contributions are still for free and involve conflicts of interests of shareholders, companies, directors, and governments. A set of legal and appropriate decision and supervision mechanism shall be established. Decision mechanism shall cover appropriate and legal decision institutions, limit of amount of charitable contributions, standards governing decision management and fiduciary duty, etc. Supervision system includes disclosure of donation information, right of supervision of shareholders and balancing interests of interested parties. At the same time, to legalize CSR, draft of charitable contributions is being studied to be included in the Company Act of Taiwan.
Compared with acknowledged charitable contributions, political donations are much restricted around the world. A lot of countries have laws governing political donations. For example, the U.S. prohibits direct political donations from companies. They can donate indirectly from other groups (e.g,. political action committee). In the ruling of political donations by Yawata Steel Works in Japan, the Supreme Court in Tokyo believed that political donations were in the same nature of charitable contributions in compliance with CSR. Yet, while approving the company funds in political activities, bribery leading to money power politics between the politicians and companies shall be prevented. Anti-corruption has been the basic element of defining CSR in the world recently. Appropriate political donations by companies are the conduct of fulfilling CSR. Decision mechanism of political donations by companies shall include decision institutions, limit of amount and decision management. The limit shall first meet laws of the country and people at the companies shall obey the laws. In disclosure, in addition to notification by candidates to the competent authority, companies shall also disclose the political donations to enhance transparency of finance to protect shareholders and reduce investment risks.
The paper also introduces foreign legal systems of company donations in the hope to compare in light of comparative law as reference of legalization in Taiwan.
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