A New Legal Form for Social Enterprises in Asia

Abstract This Article argues that there should be a new legal form for social enterprises in Asia that takes into account the distinctive contexts within which different types of social enterprises operate in the different Asian jurisdictions. In order to understand and evaluate social enterprise law, this Article advances an analytic framework consisting of (i) corporate purpose; (ii) directors’ duties; (iii) decision-making powers; (iv) reporting and certification; and (v) distribution of dividends, assets, and tax benefits. Using the four leading common law jurisdictions (Singapore, Hong Kong, Malaysia, and India) as a case study, the Article challenges the dominant assumption that the existing legal forms in Asia are adequate and appropriate to achieving the aims of social enterprises in Asia. It also critiques the legal forms for social enterprises in the United Kingdom and the United States, and finds them unsuitable for adoption by the Asian jurisdictions.