ABSTRACT
This chapter explores the potential of directors’ duties in the UK as a driver for more effective oversight of human rights and environmental harm in global supply chains. It situates the analysis in the context of the adoption of the Corporate Sustainability Due Diligence Directive in the EU and the evolution of Caremark litigation in Delaware. The key focus is on directors’ oversight duty of risk in the company’s business, which is examined by reference to the evolution of tort claims against UK companies in connection with their global operations, including supply chains. While this form of tort liability has yet to be conclusively determined, the risks are real and require consideration in connection with duties under the Companies Act 2006 and the UK Corporate Governance Code. Moreover, a credible case can be made for the inclusion of reputational as well as legal risks within the duty of oversight. Irrespective of the significant barriers associated with enforcement of directors’ duties, the potential for behavioural change driven by the threat of liability and a more intense focus on oversight of supply chain risks is considerable.
MacNeil, Iain, Directors’ Duties and Liabilities in Connection with Sustainable Supply Chains – a Common Law Perspective (June 30, 2026). Forthcoming in P Perales Viscasillas and D Ramos Munoz, Law and Governance of Sustainable Value Chains: Integrating Environmental and Social Risks (Palgrave, European Banking Institute Series).
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