Defending Business Assets and Defending Business Assets and Reputation During World Reputation During World Economic Turmoil: Economic Turmoil: The Role of a Successful Legal The Role of a Successful Legal Team Team Paris, 24-25 September 2009 Prof. Claudio Cacciamani Department of Economy University of Parma (Italy)
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Defending Business Assets and Reputation During World Economic Turmoil: The Role of a Successful Legal Team Paris, 24-25 September 2009 Prof. Claudio Cacciamani.
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Defending Business Assets Defending Business Assets and Reputation During and Reputation During
World Economic Turmoil:World Economic Turmoil:The Role of a Successful The Role of a Successful
AgendaAgenda1)1) CSR in listed companies in Italy: only CSR in listed companies in Italy: only
selfregulationselfregulation
2)2) Laws affecting CSR in Italian listed companiesLaws affecting CSR in Italian listed companies
3)3) Communication about risks in listed companies in Communication about risks in listed companies in Italy Italy
4)4) Some empirical results: communication of risks Some empirical results: communication of risks and insurances and insurances
5)5) From actual value to sustainable value for From actual value to sustainable value for shareholders and stakeholders: indications for shareholders and stakeholders: indications for future regulationfuture regulation
AgendaAgenda1)1) CSR in listed companies in Italy: only CSR in listed companies in Italy: only
selfregulationselfregulation
2)2) Laws affecting CSR in Italian listed companiesLaws affecting CSR in Italian listed companies
3)3) Communication about risks in listed companies in Communication about risks in listed companies in Italy Italy
4)4) Some empirical results: communication of risks Some empirical results: communication of risks and insurances and insurances
5)5) From actual value to sustainable value for From actual value to sustainable value for shareholders and stakeholders: indications for shareholders and stakeholders: indications for future regulationfuture regulation
CSR in italian listed CSR in italian listed companiescompanies
Practices of CSR are more and more Practices of CSR are more and more diffused among italian listed diffused among italian listed companies (the 53,2% of the companies (the 53,2% of the companies are active), but, companies are active), but, unfortunately, up today, the CSR is unfortunately, up today, the CSR is still not integrated in the business still not integrated in the business strategy. strategy. CSR: CSR:
Codes of behavior and Codes of behavior and governancegovernance
The code of <<Business Behavior>> suggested by The code of <<Business Behavior>> suggested by Italian Stock Market is a tool of management Italian Stock Market is a tool of management with which the company aims to:with which the company aims to:
explicit the essential lines of its own actual and explicit the essential lines of its own actual and future identity (mission, vision, etc.);future identity (mission, vision, etc.);
clarify the fundamentals of the relationship clarify the fundamentals of the relationship between shareholders and management;between shareholders and management;
prevent illegal behaviors of workers;prevent illegal behaviors of workers; clarify its own responsibilities and behaviors clarify its own responsibilities and behaviors
towards external (suppliers, competitors, local towards external (suppliers, competitors, local community, political parties and public officers) community, political parties and public officers) stakeholders.stakeholders.
The business code must become The business code must become an alive element of the existing and future strategy.an alive element of the existing and future strategy.
Social balancesheet in Social balancesheet in ItalyItaly
The most suitable tool to give visibility to the CSR of The most suitable tool to give visibility to the CSR of the company.the company.
It represents an istitutional tool:It represents an istitutional tool:- to communicate to stakeholders; to communicate to stakeholders; - to improve the organization, the management, the to improve the organization, the management, the
internal communication; internal communication; - to elaborate a social strategy.to elaborate a social strategy.
Environmental budgetEnvironmental budget The environmental balancesheet is a document describing The environmental balancesheet is a document describing
the principal relationships between the company and the the principal relationships between the company and the environment, <<voluntarily>> published to directly environment, <<voluntarily>> published to directly communicate with the stakeholders.communicate with the stakeholders.
If compared to the Social Budget, the Environmental If compared to the Social Budget, the Environmental balancesheet describes only a part of the business activity, balancesheet describes only a part of the business activity, referring to specific parameters and following lines defined referring to specific parameters and following lines defined by different international organizations. Among the others:by different international organizations. Among the others:
- CEFIC (Council of European Chemical Industry); - CEFIC (Council of European Chemical Industry);
- PERI (Public Enviromental Reporting Initiative); - PERI (Public Enviromental Reporting Initiative);
- FEEM (Fondazione ENI Enrico Mattei, oil and gas). - FEEM (Fondazione ENI Enrico Mattei, oil and gas).
AgendaAgenda1)1) CSR in listed companies in Italy: only CSR in listed companies in Italy: only
selfregulationselfregulation
2)2) Laws affecting CSR in Italian listed companiesLaws affecting CSR in Italian listed companies
3)3) Communication about risks in listed companies in Communication about risks in listed companies in Italy Italy
4)4) Some empirical results: communication of risks Some empirical results: communication of risks and insurances and insurances
5)5) From actual value to sustainable value for From actual value to sustainable value for shareholders and stakeholders: indications for shareholders and stakeholders: indications for future regulationfuture regulation
Incentives to CSR in ItalyIncentives to CSR in Italy
It Introduces, for the first time in italian It Introduces, for the first time in italian laws, the penal responsibility of the laws, the penal responsibility of the company and not only of the people.company and not only of the people.
The extension of the responsibility to the The extension of the responsibility to the company directly engraves the assets of company directly engraves the assets of the company in the punishment of the the company in the punishment of the crimes. Therefore, it enforces a greater crimes. Therefore, it enforces a greater control on the correctness of the strategy control on the correctness of the strategy and operations of the company.and operations of the company.
Legislative Decree n. 231, Legislative Decree n. 231, June, 8th 2001June, 8th 2001
Incentives to CSR in ItalyIncentives to CSR in Italy
It introduced the ONLUSs (non profit It introduced the ONLUSs (non profit Organizations) promoted by companies and Organizations) promoted by companies and privates and gave a new definition of non privates and gave a new definition of non commercial Institutions.commercial Institutions.
It also introduced a new principle that could It also introduced a new principle that could be prelude to the introduction of rules for a be prelude to the introduction of rules for a report on the social activities, quite a sort report on the social activities, quite a sort of “balancesheet” of the social activity. of “balancesheet” of the social activity.
Legislative Decree n. 460, Legislative Decree n. 460, 19971997
AgendaAgenda1)1) CSR in listed companies in Italy: only CSR in listed companies in Italy: only
selfregulationselfregulation
2)2) Laws affecting CSR in Italian listed companiesLaws affecting CSR in Italian listed companies
3)3) Communication about risks in listed companies in Communication about risks in listed companies in Italy Italy
4)4) Some empirical results: communication of risks Some empirical results: communication of risks and insurances and insurances
5)5) From actual value to sustainable value for From actual value to sustainable value for shareholders and stakeholders: indications for shareholders and stakeholders: indications for future regulationfuture regulation
Communication about Communication about risksrisks
In Italy some listed companies freely In Italy some listed companies freely decided to communicate their decided to communicate their activities and their impact on the activities and their impact on the environment, as done by some french environment, as done by some french companies (Lafarge and Renault), companies (Lafarge and Renault), through an environmental report.through an environmental report.
A European recommendation simply A European recommendation simply invites to consider in the annual invites to consider in the annual report also environmental matters. report also environmental matters.
AgendaAgenda1)1) CSR in listed companies in Italy: only CSR in listed companies in Italy: only
selfregulationselfregulation
2)2) Laws affecting CSR in Italian listed companiesLaws affecting CSR in Italian listed companies
3)3) Communication about risks in listed companies in Communication about risks in listed companies in ItalyItaly
4)4) Some empirical results: communication of risks Some empirical results: communication of risks and insurances and insurances
5)5) From actual value to sustainable value for From actual value to sustainable value for shareholders and stakeholders: indications for shareholders and stakeholders: indications for future regulationfuture regulation
IndexIndex1)1) CSR in listed companies in Italy: only CSR in listed companies in Italy: only
selfregulationselfregulation
2)2) Laws affecting CSR in Italian listed companiesLaws affecting CSR in Italian listed companies
3)3) Communication about risks in listed companies in Communication about risks in listed companies in ItalyItaly
4)4) Some empirical results: communication of risks Some empirical results: communication of risks and insurancesand insurances
5)5) From actual value to sustainable value for From actual value to sustainable value for shareholders and stakeholders: indications for shareholders and stakeholders: indications for future regulationfuture regulation
From value to From value to sustainable valuesustainable value A social balancesheet is the first and more A social balancesheet is the first and more
important tool of knowledge and check of what a important tool of knowledge and check of what a firm is doing in CSR for:firm is doing in CSR for:- customers, suppliers;- customers, suppliers;- rating agecies;- rating agecies;- “socially responsible” analists and researchers;- “socially responsible” analists and researchers;- any other stakeholder.- any other stakeholder.
Italian Companies with a unity of CSR are more and Italian Companies with a unity of CSR are more and more. In 1998 1,6 per cent had a unity and now more. In 1998 1,6 per cent had a unity and now about the 38,7 percent has a unity, i.e. about 4 firms about the 38,7 percent has a unity, i.e. about 4 firms on 10 have a unit dedicated to Corporate Social on 10 have a unit dedicated to Corporate Social Responsability.Responsability.
From value to From value to sustainable valuesustainable value A CSR manager is A CSR manager is fundamental in the dialogue fundamental in the dialogue
with stakeholders, directly managing often the with stakeholders, directly managing often the stakeholder enquiries (28,6%) and the meetings stakeholder enquiries (28,6%) and the meetings with the associations of consumers (36,4%).with the associations of consumers (36,4%).
The unities of CSR are also helping in the The unities of CSR are also helping in the relationship with the local community. In fact, relationship with the local community. In fact, Foundations promoted by companies (22,6%) are Foundations promoted by companies (22,6%) are growing. There are more donations (61,3%) and growing. There are more donations (61,3%) and sponsorships (77,4%). Also the diffusion of budget sponsorships (77,4%). Also the diffusion of budget of sustainability (40,3%) and sections of the site of sustainability (40,3%) and sections of the site internet devoted to the CSR (45,2%) are in growth.internet devoted to the CSR (45,2%) are in growth.
The future…The future… There are two main challengesThere are two main challenges::
specific lawsspecific laws that impose the respect of precise that impose the respect of precise social objectives are anyway desirable;social objectives are anyway desirable;
neither voluntary decisions, neither neither voluntary decisions, neither compulsory lawscompulsory laws; on the contrary a complete ; on the contrary a complete (also tax) regulation to stimulate and to reward (also tax) regulation to stimulate and to reward companies that socially move toward models of companies that socially move toward models of responsable development, also favoring responsable development, also favoring spontaneous activities carried out by related spontaneous activities carried out by related Foundations.Foundations.