Management & BusinessSystematic Review

ESG and Corporate Governance โ€” The Greenwashing Problem That Auditors Are Starting to Catch

ESG reporting is nearly universal among large firms, but the gap between disclosure and practice is widening. Studies show ESG washing erodes legitimacy, causes rating divergence, and is increasingly flagged through audit scrutiny. Board diversity emerges as a key moderator.

By ORAA Research
This blog summarizes research trends based on published paper abstracts. Specific numbers or findings may contain inaccuracies. For scholarly rigor, always consult the original papers cited in each post.

The ESG reporting ecosystem has reached an awkward maturity. Nearly every major listed company publishes some form of environmental, social, and governance disclosure. Rating agencies proliferate. Regulatory mandates expand. But a growing body of research suggests that the quantity of ESG reporting has outpaced its qualityโ€”and that the gap between what companies disclose and what they actually do is creating systemic risks for investors, regulators, and the firms themselves.

The term for this gap is greenwashing, and the 2024โ€“2025 literature offers increasingly sophisticated analyses of how it works, what damage it causes, and how governance mechanisms might detect or prevent it.

The Research Landscape

Legitimacy Erosion

Liang and Gao (2025), with 9 citations, provide a compelling analysis of how greenwashing damages firms through organizational legitimacy erosion. Studying public health firms in China during the country's pursuit of "dual carbon" objectives, they find that the relationship between greenwashing and financial performance is mediated by legitimacy loss. The mechanism works as follows: firms that inflate their environmental credentials initially benefit from stakeholder approval, but when the gap between disclosure and performance is detectedโ€”by regulators, media, or watchdog organizationsโ€”the legitimacy backlash exceeds the initial benefit.

The key finding: greenwashing is not a costless strategy even when it goes undetected, because it creates organizational vulnerability. Firms that greenwash must maintain the fiction, which requires escalating disclosure without corresponding investment, eventually making detection more likely. The authors describe this as a "legitimacy debt" that compounds over time.

ESG Rating Divergence

Chen, Liu, and Zhang (2025), also with 9 citations, examine a downstream consequence of greenwashing: ESG rating divergence across rating agencies. When companies engage in strategic ESG disclosureโ€”emphasizing favorable dimensions while obscuring unfavorable onesโ€”different rating agencies, each with their own methodology and weighting, produce divergent scores for the same firm. The authors call this "ESG washing" to distinguish it from simple greenwashing (environmental claims specifically) and find that greater ESG washing is associated with greater rating divergence.

This has practical implications for investors. If ESG ratings are supposed to guide capital allocation toward sustainable firms, but greenwashing makes those ratings unreliable, then the entire ESG investment thesis has a measurement problem at its foundation. The study uses Chinese A-share listed company data from 2009โ€“2022, providing a long time series.

Auditor Scrutiny

Sulaiman, Ardianto, and Anridho (2025) introduce an encouraging development: auditors are starting to catch the problem. The study examines the relationship between ESG performance and Key Audit Matters (KAMs) in ASEAN countries that have adopted ISA 701. Firms with higher ESG disclosures receive more KAM attention from auditorsโ€”but critically, this effect is moderated by greenwashing. Firms suspected of greenwashing receive disproportionately more audit scrutiny, suggesting that auditors are developing sensitivity to the gap between ESG claims and underlying realities.

This is a meaningful institutional development. If audit processes can flag greenwashing, it creates an accountability mechanism that supplements (and may be more effective than) voluntary ESG rating agencies.

Board Diversity as a Governance Mechanism

Two studies examine whether governance structuresโ€”particularly board diversityโ€”moderate ESG outcomes. Elgharabawy and Aladwey (2025), studying FTSE 350 companies from 2017โ€“2023, find that firms with higher ESG performance and greater board diversity are less likely to engage in tax avoidanceโ€”a finding that connects ESG sincerity to broader corporate behavior. The implication is that ESG is not an isolated reporting exercise but a signal of governance quality.

Alotaibi and Al-Dubai (2024), with 18 citations, provide broader evidence that board diversity positively impacts both ESG performance and corporate profitability. Their study uses a larger cross-national sample and finds that the diversity-ESG relationship is stronger for the social and governance pillars than for the environmental pillar, suggesting that diverse boards are better at stakeholder management than at technical environmental strategy.

Critical Analysis: Claims and Evidence

<
ClaimEvidenceVerdict
Greenwashing erodes organizational legitimacy over timeLiang & Gao's mediation analysisโœ… Supported โ€” coherent mechanism with empirical evidence
ESG washing causes rating divergenceChen, Liu, & Zhang's longitudinal analysisโœ… Supported โ€” large sample, 13-year time series
Auditors are flagging greenwashing through KAMsSulaiman et al.'s ASEAN studyโš ๏ธ Suggestive โ€” emerging pattern, regional sample
Board diversity reduces greenwashingElgharabawy & Aladwey; Alotaibi & Al-Dubaiโš ๏ธ Suggestive โ€” correlational, not causal
ESG performance signals broader governance qualityMultiple studies aboveโœ… Supported โ€” convergent finding across studies

Open Questions

  • Detection tools: Can NLP-based tools systematically detect greenwashing in ESG reports, or does effective detection still require domain expertise and contextual judgment?
  • Regulatory harmonization: With the EU's CSRD, the SEC's climate disclosure rules, and ISSB standards all evolving, will regulatory convergence reduce or increase greenwashing?
  • The sincerity gap: How should researchers distinguish between firms that are genuinely improving but slowly (and thus have a gap between disclosure and performance) and firms that are strategically misrepresenting?
  • Board diversity mechanisms: Is the board diversityโ€“ESG relationship driven by cognitive diversity (different perspectives) or by demographic representation (signaling to stakeholders)?
  • Investor response: Do investors price greenwashing risk, or do they continue to treat ESG ratings at face value?
  • What This Means

    The ESG ecosystem is entering a correction phase where disclosure quantity is being scrutinized for disclosure quality. For firms, the implication is that greenwashing carries increasing risk as detection mechanismsโ€”auditors, rating divergence analysis, regulatory enforcementโ€”become more sophisticated. For investors, ESG rating divergence means that reliance on any single rating is risky. For governance scholars, the audit-as-detection finding opens a productive research agenda at the intersection of auditing and sustainability.

    Explore related work through ORAA ResearchBrain.

    References (5)

    [1] Liang, Y., & Gao, X. (2025). Greenwashing and financial performance in public health firms: the mechanism of organizational legitimacy erosion. Frontiers in Public Health, 13, 1565703.
    [2] Chen, H., Liu, S., & Zhang, D. (2025). Corporate ESG Washing and ESG Rating Divergence: Evidence From China. Business Strategy and the Environment.
    [3] Sulaiman, N. A., Ardianto, A., & Anridho, N. (2025). ESG performance and auditor scrutiny: does corporate sustainability drive more key audit matters? Asian Review of Accounting.
    [4] Elgharabawy, A., & Aladwey, L. (2025). ESG performance, board diversity and tax avoidance: empirical evidence from the UK. Journal of Financial Reporting and Accounting.
    [5] Alotaibi, K., & Al-Dubai, S. A. (2024). Board diversity impact on corporate profitability and environmental, social, and governance performance. Corporate Law & Governance Review, 6(2).

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