ESG, social interest and liability of company managers. Carlos Martins Neto. São Paulo: Thomson Reuters Brasil Conteúdo E Tecnologia Ltda, 2023 , 351P.
“As can already be seen from the title, the book takes as its starting point what is one of the most important discussions in Corporate Law – social interest – as it is a fundamental parameter for understanding the extent of the rights and powers of shareholders and directors, as well as a criterion for differentiating regular exercises from abusive exercises of power.
Although the discussion on social interest is old and not always productive, at least from the point of view of practical results, there is no doubt that it has been revisited since the ESG agenda came up in the corporate world. From there, several of the questions that have guided this thesis have emerged: should the idea of social interest undergo a re-signification based on the ESG agenda? What really is the ESG agenda? How can we ensure that it is effectively an instrument for improving the quality of governance and not just a marketing issue or a disguise?
In order to answer questions with this level of complexity, Carlos had to immerse himself in discussions about ESG, from which he was able to come up with a definition for the concept itself.
In this regard, his conclusion is that the ESG agenda refers to corporate social responsibility actions, i.e. those that go beyond the mere fulfillment of a duty.
This is an extremely appropriate definition, as ESG cannot be confused with compliance with mandatory regulation.” (extract from the Preface, by Ana Frazão).
