Greening the Supply Chain: CSR Clauses and Codes of Conduct in Light of the Corporate Sustainability Due Diligence Directive (CS3D)
DOI:
https://doi.org/10.5195/jlc.2025.315Abstract
Corporate social responsibility has historically been a voluntary practice. However, in recent years, a clear shift has taken place, particularly in the national legislation of some European States: corporate responsibility as a tool for mitigating environmental and human rights impacts has progressively transitioned from the realm of voluntary commitments to legally enforceable obligations. This transformation did not occur overnight, but is the result of a long regulatory evolution, culminating in the adoption of the European Union (“EU”) Directive on Corporate Sustainability Due Diligence (hereinafter “CS3D” or “Directive”)—a subject of intense debate within the EU in recent years. The impact of this Directive extends beyond European borders. Like previous EU legal instruments, the CS3D will have extraterritorial effects, making it essential for companies outside the EU to understand its requirements; under certain conditions, indeed, non-EU companies operating within the European market will be subject to compliance obligations.
This Article examines the potential implications of the transition from soft law to hard law, with a particular focus on sustainability clauses in commercial contracts and the drafting of codes of conduct. It explores how—and to what extent—the CS3D reshapes contractual governance in supply chains; the challenges associated with its implementation, particularly for small- and medium-sized enterprises (“SMEs”); and the possible unintended consequences of regulatory overreach.
Section I of this Article traces the historical evolution of corporate social responsibility from voluntary initiatives to a mandatory regulatory legal framework. Section II outlines the core obligations imposed by the new CS3D. Section III examines the state of sustainability clauses and codes of conduct before the Directive’s adoption, while Section IV analyzes how they may evolve once the Directive’s mandatory provisions become applicable. Finally, Section V discusses the specific challenges faced by SMEs before concluding with a critical assessment of the Directive’s potential impact.
Downloads
Published
How to Cite
Issue
Section
License
Copyright (c) 2025 Marharyta Radchenko
This work is licensed under a Creative Commons Attribution-NonCommercial-NoDerivatives 4.0 International License.
Authors who publish with this journal agree to the following terms:
- The Author retains copyright in the Work, where the term “Work” shall include all digital objects that may result in subsequent electronic publication or distribution.
- Upon acceptance of the Work, the author shall grant to the Publisher the right of first publication of the Work.
- The Author shall grant to the Publisher and its agents the nonexclusive perpetual right and license to publish, archive, and make accessible the Work in whole or in part in all forms of media now or hereafter known under a Creative Commons 4.0 License (Attribution-Noncommercial-No Derivative Works), or its equivalent, which, for the avoidance of doubt, allows others to copy, distribute, and transmit the Work under the following conditions:
- Attribution—other users must attribute the Work in the manner specified by the author as indicated on the journal Web site;
- Noncommercial—other users (including Publisher) may not use this Work for commercial purposes;
- No Derivative Works—other users (including Publisher) may not alter, transform, or build upon this Work,with the understanding that any of the above conditions can be waived with permission from the Author and that where the Work or any of its elements is in the public domain under applicable law, that status is in no way affected by the license.
- The Author is able to enter into separate, additional contractual arrangements for the nonexclusive distribution of the journal's published version of the Work (e.g., post it to an institutional repository or publish it in a book), as long as there is provided in the document an acknowledgement of its initial publication in this journal.
- Authors are permitted and encouraged to post online a pre-publication manuscript (but not the Publisher’s final formatted PDF version of the Work) in institutional repositories or on their Websites prior to and during the submission process, as it can lead to productive exchanges, as well as earlier and greater citation of published work. Any such posting made before acceptance and publication of the Work shall be updated upon publication to include a reference to the Publisher-assigned DOI (Digital Object Identifier) and a link to the online abstract for the final published Work in the Journal.
- Upon Publisher’s request, the Author agrees to furnish promptly to Publisher, at the Author’s own expense, written evidence of the permissions, licenses, and consents for use of third-party material included within the Work, except as determined by Publisher to be covered by the principles of Fair Use.
- The Author represents and warrants that:
- the Work is the Author’s original work;
- the Author has not transferred, and will not transfer, exclusive rights in the Work to any third party;
- the Work is not pending review or under consideration by another publisher;
- the Work has not previously been published;
- the Work contains no misrepresentation or infringement of the Work or property of other authors or third parties; and
- the Work contains no libel, invasion of privacy, or other unlawful matter.
- The Author agrees to indemnify and hold Publisher harmless from Author’s breach of the representations and warranties contained in Paragraph 6 above, as well as any claim or proceeding relating to Publisher’s use and publication of any content contained in the Work, including third-party content.
