At the legislative level，New "Company Law" completed the environment、Society、Framework Construction of Information Disclosure of Company Governance (ESG)，Actively respond to the eloquent wave of the ESG concept of the international community。But at the specific implementation level，ESG information disclosure mechanism still requires other standardized documents (especially a large number of company soft laws) support。Under the framework of the "Company Law"，It is necessary to discuss how the ESG information disclosure mechanism is implemented through the company's soft law，How to optimize with the help of soft governance tools。

　bet365 live casino games

ESG concept can be traced back to the "Ethical Investment" of the 18th century in the 18th century of the United States，It is born from social responsibility investment concept，The first report of the United Nations Global Contract Organization (UNGC) "WHO CARES WINS" in the early 21st century，Subsequently set off a revolutionary boom from research to practice。The three major elements of the ESG system are: information disclosure、ESG evaluation and ESG investment。Where，Information disclosure is the foundation of the latter two，Dedicated government、Attention of institutions and investors，and obtain extensive and positive responses from international organizations to domestic legislature and social institutions at the standardized and practical level。

Now，ESG information disclosure has become a law、Management、Focus on multidisciplinary research such as economics。Some scholars point out，The company discloses non -financial information to increase the stock price and market value、Reduce financing costs、Raise profitability and innovation capabilities have positive effects，Risks and opportunities related to management related to company identification、It is significant to enhance bet365 live casino games the company's long -term value。other，Some scholars revealed through empirical research，ESG information disclosure is too template，There are embarrassment that lacks consistency standards; then proposes to use the stock exchange as a regulator for ESG information disclosure，Coordination and unity of promoting different information disclosure standards。

At the legal regulation level of ESG information disclosure，Scholars are more concerned about the compulsory and voluntary problems of information disclosure，I believe that ESG information disclosure has insufficient supervision penetration、There are problems such as lack of differences in industry indicators，and the court's review of the ESG information disclosure standard may promote the risk of new lawsuits。For this，Some scholars have proposed to learn from the EU's newly issued "Company Sustainable Report instruction" (2022) to improve ESG information disclosure for compulsory、The specific path of adequacy and comparability，or or do you learn from Hong Kong，More flexible introduction of information disclosure system of "compliance or explanation"。But，More flexible introduction of information disclosure system of "compliance or explanation"，less use of soft method governance tools to explore how to optimize the operating effectiveness of the ESG information disclosure mechanism。

　Soft -way method constitutes a standardized foundation for the ESG system

The historical context of the development of the ESG system can be known，Most of the specifications of ESG information disclosure of various countries or regions are soft laws，Among them, the securities regulatory authority、The official soft method issued by government departments such as the Central Bank，also includes industry associations、Organized soft method created by social subjects such as professional institutions。These companies' soft ways constitute the normative foundation of the ESG system constantly updating development，It also largely becomes an important guarantee for the operation of the ESG information disclosure mechanism under the framework of the company's law。So，It is necessary to from Bet365 app download the full perspective of the company's norm system，System discusses how the company's soft law should be effective in the operation of the ESG information disclosure mechanism，and how to achieve the effective connection between the company's law and the company's soft law、Interactive and collaboration。

ESG information disclosure specifications have begun to take shape in my country，and most of them are soft legal specifications。There are two main types in the type: First, the official soft method，"Guiding Opinions on the Performance of Social Responsibilities" promulgated by the SASAC (2008)，The "Guidelines for the Governance of Listed Companies" issued by the Securities Regulatory Commission (2018)，"Guiding Opinions on Construction of the Green Financial System" (2016), which jointly issued by the central bank and other institutions; the second is the organizational soft method，If the Social Responsibility Guidelines of Listed Companies in the Shenzhen Stock Exchange (2006)、"Guidelines for Environmental Information Disclosure of Listed Companies" from the Shanghai Stock Exchange (2008)、"Environment of the Hong Kong Stock Exchange、Guidelines for Social and Governance Report (2019), etc.。The biggest features of these soft methods，It does not take the national coercive force as the implementation of the guarantee but has practical effect，Especially for member companies in the organization field, it has a strong binding force。Even，Some official soft methods have a "hardening" trend because the creator has a specific identity。In addition to the conventional soft method，"Softness in the Hard Law" is also worthy of attention。Social Responsibility (S) information disclosure rules in the new "Company Law" lack corresponding legal consequences，Company governance (G) information disclosure rules are not perfect，It can be seen that the "soft method in the hard method" has been neglected to a certain amount。

Current，Academic circles mostly analyze the existing problems disclosed by ESG information disclosure from the perspective of legal regulations，In particular, the boundary settings of the compulsory and Bet365 app download voluntaryness of disclosure，Still controversy。Most of these problems can be attributed to，Applicable to the principle of "obeying or explanation" is not proper。The cornerstone of the effectiveness of the company's soft method，The principle of "follow or explain" makes the company's soft law have flexibility and flexibility，and obtain the best practical standards that are closest to market demand by not following the company's "explanation"，Soft law is constantly adjusting and being updated。So，This principle is actually the lifeline of the company's soft law。Although some of the soft laws disclosed in ESG information in my country have been introduced into this principle，But the conditions of "major differences" and "full explanation" are more vague，The consequences of "inadequate explanation" are not clear enough，As a result, there is a large deviation in the application of this principle。

The principle of "follow or explain" has two layers of meaning: First, encourage the company to abide by the soft law，If you do not follow the rules, you should fully explain the reason; the second is that the company with inadequate reasons should comply with the soft law，Otherwise, accept the corresponding punishment。Current，Countries have generally applied this principle to the ESG information disclosure mechanism，Regardless of whether it is translated as "explanation if it does not follow" or other，All revealed the dual meaning of "encouragement and constraints" for the company，Therefore, you cannot simply replace it with "mandatory" and "semi -strong" or "voluntary"。So，It is necessary to re -examine the operation of the ESG information disclosure mechanism from the perspective of soft law governance，and explore the soft method governance path that coincides with the new "Company Law"。

　　ESG information disclosure soft method governance path

First，At the standard design level，Introduction to the soft and hard specification interaction mode of ESG information disclosure。New "Company Law" fully confirmed E、S、The information disclosure obligation bet365 live casino games of the three major elements of G，But only the framework regulations，It also needs a lot of more detailed specifications to match，Fang can run effectively。At this time，It should be recognized that the endogenous defects of the company's own itself，At the standard design level，Constructing ESG information Disclosure to disclose soft and hard specifications for complementation、Competition、Converted interaction system。First, do a good job of connecting software and hard norms，That is, the company law continues to retain the right to set the general rules，and the specific implementation standards (such as disclosure standard、Disclosure of content, etc.) Authorized company soft law to set。The second is to continue to keep the soft law first，Continue to use the soft law to fill the legal loopholes、Provide the efficacy of standardized test fields，Try to develop a unified "Guidelines for the Company ESG Information Disclosure"，Make the relevant rules be converted into a company law when the conditions are ripe、Formally specifications in the Securities Law。Third is to improve the soft law rules of ESG information disclosure，Comprehensively introduce the principle of "compliance or explanation"，and to E、S、G information disclosure standards are classified and quantified，Refine with key performance indicators。

Next，At the level of standardization，Constructing ESG Information Disclosure Multi -layer Law Enforcement Mechanism。Because the ESG information disclosure mechanism is more in the soft law specification，It has sufficient legitimacy to introduce soft governance tools in its operation。In particular, it is necessary to introduce the law enforcement pyramid model under the cooperation of the company's soft and hard -hard interaction，and internalize it to public and private rights, rigid and soft,、Multi -layer law enforcement mechanism of deterrence and weakness。With words，It should be built from the bottom level of law enforcement to high -rise，The pyramid -type law enforcement system that is continuously decreasing and continuously increased Bet365 app download by means，Substitution to promote ESG information disclosure specifications to be recognized and followed。These disciplinary methods include the underlying flexible persuasion (as the interview、Excuse、Warning)，Temporary punishment at low -level (such as improvement notice、Report criticism、Violation of regulations)，Interest penalties in the middle level (such as fines、confiscation)，and the qualification penalty of the upper level (such as stopping business、Division), etc.。other，It should also give full play to the industry association、Self -discipline management capabilities of private rights organizations such as professional institutions，and use the strong deterrent power of the national public authority at the senior management of law enforcement，Law enforcement results of "Holding a Big Block Gentle Dialogue"。

Last，At the level of standardization，Properly extended ESG information disclosure of soft -regulatory judicial indirect applications。Administrative applied to the company's soft law，It is currently a more commonly recognized soft method applicable method。On the one hand，Based on the basic principles of civil and commercial law (honesty credit、Fair and fair, etc.)，Based on ESG Information Disclosure Software Specifications as the basis for judging or factual determination。Statistical analysis of empirical data，The current ESG information disclosure standard is not uniform in the current judicial trial、Words blurred and other questions，Therefore, you should pay attention to the border of the judge's tailoring，and implement the organic combination of the judicial indirect application of ESG information disclosure soft law and the humility between the judicial tailoring。On the other hand，Principles of the Protection of Trust interests established through the "Promise for Banning"，The information disclosure obligations promised by the company's executives as the basis for identifying their responsibilities。Based on the standard characteristics of the soft method with Bet365 lotto review "obey talent"，The path of trust in interest will help clear the boundary between the company's soft law and the company law，And can also use the reasonable trust of the promised person to form a responsibility requirements for promised people，to improve the deterrent force of ESG information disclosure of soft law。

　　(The author is a professor at the School of Law of Xiamen University)