Corporate social responsibility (CSR) was long associated with the ethics of company heads but now falls within an institutional process whereby practices give rise to rules which in turn modify company actions. CSR has spread as a result of social demand for a more ecological society, but it also constitutes a response to the crisis of shareholder governance. Drawing on the notion of 'conception of control' set out by Neil Fligstein (1990), we argue that CSR has given rise to a new 'conception of control', which we term 'shareholder-CSR compatible'. Such a conception reflects how governance changes when environmental and societal responsibilities are combined with responsibility to shareholders. Shareholder value is still central within the enterprise, but top managers must now assume the position of mediators between these two imperatives.