The Palgrave Handbook of ESG and Corporate Governance

1. Front Matter

   Pages i-xxvii

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2. General Aspects of ESG

   1. Front Matter

      Pages 1-1

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   2. The Systemic Interaction Between Corporate Governance and ESG

      • Paulo Câmara

      Pages 3-40

   3. Sustainable Governance and Corporate Due Diligence: The Shifting Balance Between Soft Law and Hard Law

      • Guido Ferrarini

      Pages 41-57

   4. Reforming EU Company Law to Secure the Future of European Business

      • Beate Sjåfjell

      Pages 59-85

   5. Towards a Smart Regulation of Sustainable Finance

      • Dirk A. Zetzsche, Linn Anker-Sørensen

      Pages 87-113

   6. The Duty of Societal Responsibility and Learning Anxiety

      • Jaap Winter

      Pages 115-130

   7. ESG and Shareholder Primacy: Why They Can Go Together

      • Luca Enriques

      Pages 131-136

   8. Climate Finance

      • Miguel A. Ferreira

      Pages 137-147

   9. The New ESG Bond Markets

      • Manuel Requicha Ferreira

      Pages 149-165

   10. The Role of Companies in Promoting Human Rights

       • Ana Rita Campos

       Pages 167-187

3. ESG Regulatory Developments

   1. Front Matter

      Pages 189-189

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   2. ESG and EU Law: From the Cradle of Mandatory Disclosure to More Forceful Steps

      • António Garcia Rolo

      Pages 191-215

   3. Sustainability and Sustainable Finance: A Regulator’s Perspective and Beyond

      • Gabriela Figueiredo Dias

      Pages 217-229

   4. ESG Reporting

      • Joana Frade, Julien Froumouth

      Pages 231-248

   5. The EU Taxonomy Regulation and Its Implications for Companies

      • Rui de Oliveira Neves

      Pages 249-265

   6. Business Judgement Rule as a Safeguard for ESG Minded Directors and a Warning for Others

      • Bruno Ferreira, Manuel Sequeira

      Pages 267-286

   7. ESG and Executive Remuneration

      • Inês Serrano de Matos

      Pages 287-303

   8. How Can Compliance Steer Companies to Deliver on ESG Goals?

      • Lara Reis

      Pages 305-326

4. ESG in Particular Types of Companies

   1. Front Matter

      Pages 327-327

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Since the 2008 Global Financial Crisis the prevailing economic development model based on an assumption of unlimited resources and, therefore, unlimited growth has been increasingly put into question by academics, policy-making agencies and even industry leaders themselves. Climate change, general environmental and natural resource degradation, widespread inequalities, and systemic governance failures are pressing capitalism to renew itself to deliver sustainable outcomes for a broader base of stakeholders. This has become known in more practical terms as the ESG (Environmental, Social and Governance) and responsible investment movements. The pressure to change how we organise ourselves as societies and economies has implications for how large and small corporations, public or private, are governed and to the benefit of whom. This Handbook offers a rare combination of pluralistic and multidisciplinary perspectives from law, economics, finance and management, as well as an interesting mix of latest academic thinking and practical recommendations on ESG for boards and executive teams.

Should companies be governed and managed for the benefit of their shareholders alone? Can companies be governed to deliver for shareholders as well as the broader stakeholder base? How can investors allocate capital to advance sustainability? Part I provides a pluralistic discussion of some of these fundamental questions besetting academics and practitioners alike while Part II examines recent regulatory developments and assesses what may need to change in terms of law and regulation to both hold companies to account for sustainability while enabling them to continue to provide vital goods and services. Part III of the book discusses how the different types of companies and investors are currently facing the sustainability imperative and incorporating ESG factors on how they operate and invest. The concluding chapter provides an overview of the key regulatory, ecosystem and board-level gaps that require urgent and decisive action.

• corporate governance
• csr
• sustainability
• sustainability finance
• shareholders
• corporate finance
• environmental and natural resource degradation
• systemic governance failures
• regulatory developments

• Faculty of Law/Governance Lab, Portuguese Catholic University (UCP), Lisbon, Portugal

  Paulo Câmara

• Henley Business School, University of Reading, Henley-on-Thames, UK

  Filipe Morais

Paulo Câmara is a Professor of the Faculty of Law of the Catholic University of Portugal, Managing Partner of Sérvulo & Associados and Head of Governance Lab, an independent research group dedicated to corporate governance. He is also the Chairman of the General Meeting of the Portuguese Association of Banks since 2016, and of other financial institutions, and Chairman of the General Meeting of the Portuguese Compliance and Regulatory Observatory since 2017.

Filipe Morais is a Lecturer in Governance & Reputation, and Programme Director of the MSc Management for Future Leaders at Henley Business School, University of Reading, UK. Filipe has published research papers, reports, chapters and books in the areas of corporate governance, strategic management and sustainability. He sits on the editorial board of the California Management Review and The Journal of Business Governance & Ethics. He is a member of the European Corporate Governance Institute (ECGI) and the independent research group, Governance Lab.