About ACCA. About this report. We are ACCA (the Association of Chartered Certified Accountants),the only truly global professional accountancy body. The economic activities of business play a hugerole in shaping the environment in which we all live. Since we were founded in 1904, we’ve been breaking down barriersto the accountancy profession. Today we proudly support a diversecommunity of over257,900members and530,100future membersin180countries. We cannot ignore the future implications of how business conducts itself today. This reportexplores how business goals, and the way they are pursued, are framed by the underlyinglegal format. The most influential businesses, multinational corporations, share commonfeatures with their roots in the early history of corporate governance; we consider whetherthe purpose of those features remains relevant, and whether the mechanisms throughwhich they are implemented are still doing the job they were designed for. We’reredefining accountancy.Our cutting-edge qualifications,continuouslearning and insights are respected and valued byemployers in every sector. They equip individuals with the businessand finance expertise and ethical judgement to lead and drivesustainable value in organisations and economies worldwide. Guided by our purpose and values, we’re leading the accountancyprofession for a changed world. Partnering with policymakers, standardsetters, the donor community, educators and other accountancybodies, we’re strengthening and building a profession that focuses onpeople, planet and prosperity to create value for all. Business stakeholders, whether providing resources, receiving value (in whatever form) orboth, between them have an interest in all the impacts of the business on society. If thereis a tension between management’s legal obligations and those business stakeholderinterests how should we address that? Can additional checks and balances like reportingrequirements meet this challenge, or might more fundamental reform be needed? Find out more ataccaglobal.com Contents. About this report2Introduction4Background to how the limited liability company rose to prominence6The interaction with accountancy12Where are we now?14Where do we go from here?16References18ACCA’s global policy priorities19 Introduction. Why do good businesses make bad decisions?The answer, of course, is that businesses don’tmake decisions, humans do. But why do humansmake the decisions that they do – and in particular,why do people do things which on any objectiveanalysis make the world as a whole a worseenvironment for everyone? Society is built on economic activity, and economic activitydepends upon business. Aligning the objectives of privateenterprise with those of society should offer the most efficient pathto meeting the objectives of society. ‘I thought what was good for our country wasgood for General Motors, and vice versa.’ But the impact of business on society is not the aggregate of therecognised ‘results’ of each individual business – because the waywe measure business is not the way we measure society. But if wemight need to change the way we measure business, we need tounderstand not just what we measure but also why we do that –both the theory and the practice, whether the practical reasons aredriven by technology, politics or other factors. Viewed objectively, the only measure on which the second unit lookslike the better business to have in your community might be the taxes– but even those are mostly collected and distributed centrally, so itwould not really matter where it was located. The business we wouldwant to encourage is the first one – both its outputs and the way theyproduce them are better for people than those of the second. Imagine two small light industrial units, sittingside by side next to a river… From the outside they look similar but inside tells a different story.Unit 1 hosts a small business manufacturing organic water filterkits for distribution to charities working in war zones, disaster reliefand the like. The business makes a point of employing those whomight otherwise find it difficult to get work – the unit is entirelywheelchair accessible and optimised for employees with impairedvision. Several are former convicts. Many work part-time, eitherbecause they cannot manage a full-time role or to fit around caringobligations at home. The business prides itself on paying abovea living wage (pro rata) and offering employee support as well asgiving back to the local community. As a result it pays next to no taxas it makes little or no profit in a typical year, and the preponderanceof individuals earning at or below income tax and social securitycontribution levels means it pays relatively little there. Much ofwhat might otherwise be profit is donated to local charities, and thebusiness is a significant local employer. And yet much of the global economy is driven by the concept of‘investment’ – shareholders expect a return on their cap