Sustainability and corporate governance : a guide to law and practice / Alan S. Gutterman.

Format:

Book

Author/Creator:

Gutterman, Alan S., 1955- author.

Language:

English

Subjects (All):

Corporate governance--Law and legislation.

Corporate governance.

Social responsibility of business--Law and legislation.

Social responsibility of business.

Sustainability.

Physical Description:

1 online resource (179 pages)

Edition:

1st ed.

Place of Publication:

New York, New York ; London : Routledge, [2021]

Summary:

Sustainability and Corporate Governance is the first extensive and targeted guide for directors and their legal advisors on creating a governance framework for corporations that integrates all the recognized principles of sustainability now being discussed in boardrooms all over the world. The book provides a step-by-step approach on integrating sustainability principles into the activities of the board of directors including detailed guidance on legal, regulatory and business aspects of organizing and operating board committees and designing the sustainability management unit. Essential topics covered include: Elements of an effective framework for implementation of sustainability governance, including required policies, procedures and committee charters Organization of the governing board to effectively address sustainability issues and implement sustainability strategies Best practices and processes to engage company stakeholders Corporate board members and attorneys will appreciate the book's practical forms and checklists, complete coverage of all facets of sustainability governance, summaries of relevant international and national guidelines and instruments, and a curated list of samples and case studies from companies all around the world.

Contents:

Cover

Half Title

Title Page

Copyright Page

Table of contents

Preface

1 Corporate Governance and Sustainability

Corporate Social Responsibility and Sustainability

Convergence of CSR and Corporate Governance

Impact of Convergence on Corporate Regulation

Investor Interest in CSR and Sustainability and Impact on Board Oversight

Transparency and Disclosure

Notes

2 Sustainability Standards and Instruments

CSR Initiatives of Governmental or Intergovernmental Bodies

United Nations Global Compact

OECD Guidelines for Multinational Enterprises

G20/OECD Principles of Corporate Governance

International Labour Organization

International Finance Corporation

Principles for Responsible Investment

United Nations Sustainable Development Goals

United Nations Human Rights Instruments

Sectoral CSR Commitments

International Multi-Stakeholder Processes

AccountAbility

CRT Principles for Business

Extractive Industries Transparency Initiative

Forest Stewardship Council

Marine Stewardship Council

Social Accountability International

Roundtable on Sustainable Palm Oil

International Reporting and Management Standards

Securities Exchanges and Regulators

3 Board Oversight of Sustainability

Directors' Adoption and Oversight of Corporate Sustainability

Directors' Fiduciary Duties

Framework for Board Oversight of CSR and Corporate Sustainability

Board Committees

Board Composition

Sustainability Education and Training for Board Members

4 Governance and Nominating Committee

Qualifications of Directors

Independence Requirements

Financial Expertise

Charter and Activities of Governance and Nominating Committee

Statement of Purpose

Composition, Meetings and Procedures

Scope of Duties and Responsibilities.

Identification and Selection of Qualified Directors

Governance Codes and Policy Statements

Directors' Education and Performance Assessment

Evaluation of Board and Committee Performance

5 Audit Committee

Charter and Activities of Audit Committee

Scope of Duties and Responsibilities

Oversight of the Integrity of the Company's Financial Statements

Relationships with Auditors

Disclosure Controls, Compliance and Risk Management

Approval of Related-Party and Conflict-of-Interest Transactions

Internal Audit Function

Sustainability

Audit Committee Reporting and Self-Assessment Requirements

6 Compensation and Organizational Development Committee

Charter and Activities of Compensation Committee

Compensation Philosophy

Executive Compensation

Incentive Compensation Plans

Organizational Development

Sustainability Performance

Evaluation of Committee Performance

7 Corporate Social Responsibility Committee

Charter and Activities of Corporate Responsibility Committee

Scope of Committee Duties and Responsibilities

Alternative Structures

8 Environmental, Health and Safety Committee

Environmental, Health and Safety Governance and Management

EH&amp

S Planning and Procedures

Management Responsibility for EH&amp

S

S Oversight Committees and Departmental EH&amp

S Committees

Charter and Activities of Environment, Health and Safety Committee

Compliance with Laws, Regulations and Standards

Supply Chain Management

Education and Training

Stakeholder Engagement

Monitoring and Measuring the Effectiveness of EH&amp

S Procedures

9 Compliance and Risk Management Committee

Compliance and Compliance Programs

Directors' Role in Developing and Overseeing Compliance Programs

Elements of Effective Compliance Programs

Enterprise Risks and Risk Management

Charter and Activities of Compliance and Risk Management Committee

10 Disclosure and Reporting Committee

Sustainability Reporting and Auditing

Global Reporting Initiative Standards

International Integrated Reporting Framework

Sustainability Accounting Standards Board

Verification and Independent External Assurance

Role of Audit and Disclosure and Reporting Committees

11 Internal Governance Instruments

Principles of Corporate Governance

Codes of Conduct and Ethics

Board of Directors' Code of Conduct

CEO/CFO Code of Ethics

Ancillary Board Policies

Sustainability-Related Instruments

12 Organizing for Sustainability

Role of the CEO in CSR Activities

Organizational Structures for Sustainability

Sustainability Executives

Management Systems

Role of the Legal Department

13 Social Enterprises

Benefit Corporations

Formation of Benefit Corporations

Articles of Incorporation

Mandatory Provisions

Purposes and Powers Provisions

Optional Provisions

Alternative U.S. Structures for Social Enterprises

European Social Enterprises and Benefit Companies

Index.

Notes:

Description based on print version record.

ISBN:

9781003091622

1003091628

9781000284096

1000284093

OCLC:

1202911051