Reconciling Shareholder Primacy and the Interests of People and Planet

The starting premise of this article is that general company law duties of directors and sustainability-related regulatory requirements can play a complementary role in accelerating the closer convergence between corporate actions and the interests of people and planet. The article considers how regulatory initiatives that work within the existing pro-shareholder company law framework can contribute to achieving this objective, especially given cases such as the UK Supreme Court’s decision in BTI v Sequana and its strong reaffirmation of shareholder primacy in the law of directors’ duties. The article considers how regulatory requirements interact with directors’ duties to define the perimeters of lawful corporate activity and discusses the role of regulation as a driver for learning and increased accountability, including via the implementation of more sophisticated risk management approaches. The article also reflects on how private and public enforcement can contribute to increasing such complementarity between regulatory requirements and company law.