I have theoretically criticized contrary opinion of corporate social responsibility(CSR) based on the detailed logics of pro and contra. According to opposite opinion of CSR, owner of corporation is shareholder, whereby management and profit dividend are converged to shareholders. However based on CSR, the purpose of corporation is production of goods and services, whereby the earnings of corporation should be fairly shared among the stakeholders participated in the process of the production. Nowadays CSR has become major trend in the business circles because of the multi-national scale of corporation and vast number of participated peoples. The logics, that CSR is detrimental to the competitiveness of corporation because of excessive donation, is not any more persuasive. In this connection man should clearly understand that CSR is not merely donnation, but fair sharing of business earnings among various stakeholders participated in the production.
The contents of corporation law have slowly been changed due to CSR. In the beginning of corporation law director is considered to be agent of shareholders and voting right and derivative suit are symbols of shareholder primacy norm(SPN). However due to CSR director is considered to be fiduciary of corporation itself composed of interested parties including shareholders, employers, creditors etc. Derivative suit is also considered not to be symbol of SPN, because derivative suit could be concluded by the resolution of board of director, fiduciary of the corporation. Voting rights are not considered to be symbol of SPN any more, because recently the voting rights are widely ristricted by outside director system and co-determination etc.
In the course of transformation of corporation law SPN has not been any more persuasive. In this connection in future the excessive rights of shareholders will more be restricted and the rights of stakeholders including employer and creditor etc to participate in decision making of corporation will be enlarged. In the revision of Korean Corporation Law in 2011, corporate officer system, corporate opportunity doctrine, prohibition of director’s self dealing, law-abiding supervisor were introduced, reflecting the trend of CSR. In future the trend to revise corporation law will be continued, to fairly share business earnings of corporation among stakeholders under the spirit of CSR.