Rethinking the (Limited) Responsibility of Multinational Enterprises
NLS Business Law Review
37 - 54 p.
The widespread use of limited liability entities in corporate groups as well as the strict standards applied by courts for piercing the corporate veil have been two major obstacles to the emergence of a liability regime for multinational enterprises. In light of these difficulties, a “corporate social responsibility” (CSR) discipline of “responsibilisation” of parent companies has emerged through the recognition of a duty of care in relation to the activities of their subsidiaries. However, this discipline presents significant shortcomings which should lead us to critically question the regime of limited liability by highlighting that it was an accident of history that has led to an asymmetry between the circulation of rights and the fragmentation of liabilities throughout the corporate group. It is against this background that we propose a new way of solving the issue of corporate group responsibility. (tête de chapître).