Beyond the individual-company: from corporate social responsibilities to corporate social liability

Private law, into which company law is assimilated, follows two basic models of liability: individual liability, which is the priority model, and organisational liability, which applies in special circumstances. Yet neither of these models map directly on to the fragmented or ‘networked’ structure of transnational value chains. The Corporate Sustainability Due Diligence Directive demonstrates this point. EU legislators attempted to translate the organisationally framed responsibilities set out in the UNGPs into a private law framework. However, in doing so, they reverted to individual liability, the hallmark of national company law, due to, we believe the lack of a clear justification for making individual companies responsible for their value chain. We argue that addressing the issues raised by transnational value chains requires going beyond this dichotomy and developing a network liability model from within interpersonal law.