ABSTRACT
Much of the attention on corporate climate litigation has focused on claims brought against companies by external actors. This chapter turns instead to internal litigation, examining derivative lawsuits brought by shareholders against directors for failing to manage climate-related risks. Existing commentary on this route remains largely case-specific and oriented towards English law or common law more broadly. Adopting a broader comparative perspective, the chapter identifies the distinctive advantages of derivative claims, which target corporate decision-makers personally and remain available to small shareholders. It then analyses the procedural and substantive obstacles such claims face, from standing requirements and judicial deference to business judgment to the difficulty of establishing harm that has not yet materialised, with ClientEarth v Shell serving as the central illustration. The chapter argues that these constraints, while formidable, call for strategic recalibration. Specifically, claimants may shift their focus from the substance of corporate climate strategy to the process by which decisions are made, and from broad policy challenges to specific transactions. Derivative litigation is unlikely to become a reliable route to victory, but it retains value as a means of exerting pressure on corporate boards.
Kayıklık, Abdurrahman, Corporate Climate Litigation through Derivative Lawsuits: Potential and Constraints (August 24, 2026). Forthcoming in From Frameworks to Functioning Law Bridging the Creation, Implementation, and Enforcement of Sustainability Law, ed BS Güneş et al (2027).
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