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t When most of China’s major cities are suffering from smog, people start
to cry out for environmental improvement. The significance of Corporate Social
Responsibility (CSR) has become one of the hottest topics in China. CSR and
shareholder primacy are widely debated idiosyncratic areas of corporate legislation.
China’s approach has thus far been unclear in both areas. This paper first considers
all related provisions in Chinese commercial law in order to identify China’s
approach (law on the books) from the legislative perspective. Then, based on this
conclusion of the schizophrenic Chinese corporate law, it further examines the
enforcement of shareholder primacy and CSR laws using empirical methods (law in
action). Finally, the efficacy of the current approach is analysed and assessed from a
political economy perspective. The article concludes that it would be efficient for
China to follow existing statutory requirements and imperatives. Moreover, China
must correct practitioners’ modus operandi in order to improve the rule of law.
Social responsibility issues should, for the time being, be tackled outside the corporate
law box rather than by meddling with already confusing director duties.