Profit-with-purpose corporations: Why purpose needs law and why it matters for management

Abstract

In this contribution, we present the recent reform of corporate law in France (2017–2019) and discuss its implication at two levels. So far, “purpose” was mainly a managerial concept, and most efforts to make corporations responsible have not changed the legal constitution of the corporation. By contrast, the French reform first revises corporate law and introduces the purpose in the constitution of the corporation; it thus prompts a reexamination of former approaches of the purpose of the corporation. Second, with its two components, a duty of vigilance and the possibility for any company to become “société à mission,” it brings into corporate law some principles to manage the future corporate activities. We argue that it is based on a conceptualization of management that deeply differs from traditional legal representations of management. We show that this shift calls for new research at the intersection of law and management.