Goda affärer? Frågan om huruvida det aktiebolagsrättsliga vinstsyftet kan och bör kombineras med andra intressen

Sammanfattning: The limited liability company (Sw. “aktiebolag”) as a legal figure constitutes one of the basic components in Swedish business life and has continuously evolved with society at large. Today we seem to be facing a new notion regarding the limited company’s role in society, where attention is drawn to its relation to the surrounding world, instead of focusing on internal corporate governance aspects, as has been the case for a long time. This essay examines the relationship between the profit motive according to Swedish corporate law and societal demands for responsible companies. The aim is to, with the limited company's role in society as starting point, examine how social responsibility can be combined with the Swedish Companies Act’s (“Aktiebolagslagen” [2005:551], ”ABL”) profit objective. Limited companies are as a main rule considered to aim at generating profits to be distributed among the stockholders. This profit motive is stipulated in ABL Chapter 3, Section 3 and has implications on virtually every decision of the company. The profit motive does not implicate that profit must occur, but stipulates a duty of care that obliges the company management to take due account to economic effects that could occur as a result of a given action. All while the limited company is to seek short-term gains to distribute among the stockholders, today’s society increasingly seems to demand that companies are "good", in the sense that they act ethically and avoid negative impact on the environment, local communities and employees as well as external stakeholders that may be affected by its activities. Corporate Social Responsibility (CSR) implies that companies voluntarily take responsibility for how their activities impact on society, and is increasingly practiced by large corporations as demonstrating good relations with its surroundings is considered to boost a company's goodwill and thereby its aptitude to make money. Through this link to increased profits, the profit objective in ABL quite rarely hinders CSR. However, the most responsible conduct is not always the most economically beneficial one, at least in the short term, why difficulties may arise when a company's benevolent actions are too weakly linked to commercial considerations. The profit maximisation criterion is after all the predominant norm, as CSR is rather a means to achieve this goal than an independent objective. In this paper, it is noted that the short-sightedness with focus on the stock-holders dividend interest, as the profit objective is normally interpreted to contain, may impede companies that want to run a sustainable business. Interpreting the profit objective as intending the company's profit in the long term would be one way to facilitate more responsible companies. Further, a stipulation that certain external stakeholders shall be taken into account in the decision-making process is requested. It is however noted that such a provision would most appropriately be introduced through self-regulation than by legislation, to avoid the risk of conflict with the ABL profit objective and interlinked severe problems of application.