Introduction

Scope of application

Compliance program

Protection of whistleblowers

Audit and sanctions

Rules arising from the Sapin II Law

EU law

French law

Rules derived from competition law

Sapin II Law/Competition

Scope ratione personae

Scope ratione materiae

Scope

Development of plan

Measures included in plan

Inclusion in management report

Vigilance plan

Injunctions

Civil liability

Sanctions

Duty of vigilance (devoir de vigilance)

CSR programs

Reporting

Communication

Reporting and communication

Judicial sanctions

Risk to reputation, strategy and stability

Corporate Social Responsability (CSR)

Middlenext Code

IFA Corpus

AFEP - MEDEF Code

Types

Principles of governance

Principles incorporating CSR values

Principles

Comply or explain

Binding force

Private codes of conduct

Compliance

Law No 2017-399 of 27 March 2017  introduced the duty of vigilance in France, codified in Articles L. 225-102-4 and L. 225-102-5 of the Commercial Code, in response to the intense uproar caused by the Rana Plaza tragedy in Bangladesh. The collapse of the textile factories from which several French and European retailers were sourcing caused an appalling number of deaths and injuries among the workers, raising collective awareness of the need to put an end to such human disasters. Consequently, the law of 27 March 2017 has defined the duty of vigilance as a moral foundation designed to encourage undertakings to take the necessary measures to prevent serious violations of human rights, health and safety, and the environment, throughout their supply chain.

Although the French government was a forerunner in this field, the duty of vigilance it enshrines is largely inspired by the OECD's 1973 guidelines  and the United Nations 2011 guidelines on business and human rights . Undertakings have embraced the scheme, even if there is still room for improvement. In effect, in 2021, 44 of the 263 undertakings concerned by the obligation to exercise due diligence (vigilance) had not complied, compared with 70 out of 265 in 2020.

Law 2017-399 of 27 March 2017 on the duty of care of parent companies and undertakings commissioning work, OJ of 28 March 2017.

Organisation for Economic Co-operation and Development (OECD) guidelines for multinational enterprises adopted in 1976.

UN, Human Rights Council, Guiding principles on business and human rights: implementing the “protect, respect and remedy” framework, 2011.

Concept and origins

Inspired in part by the French-led “devoir de vigilance” and German law, the Commission has tabled a proposal for a Corporate Sustainability Due Diligence Directive (the CSDDD or CS3D) , adopted by the European Parliament on 24 April 2024 and by the Council of the EU on 24 May 2024. The directive stipulates that undertakings operating on the European market must take responsibility for managing the socio-environmental consequences of their activities throughout their value chain. It applies to European undertakings with 1,000 or more employees and sales of at least EUR 450 million , as well as to foreign undertakings whose sales within the EU exceed EUR 450 million. The European text goes further than French law. In effect, it increases the number of undertakings concerned from at least 263 under the French vigilance law to around 466. What's more, whereas the French law on corporate vigilance covers the activities of the undertaking, its subsidiaries, controlled companies and subcontractors and suppliers, the directive extends to the undertaking's activities and all its established business relationships, both up- and downstream. The European instrument also increases the burden on undertakings. In effect, it requires them to integrate the principles of due diligence into both their national policies and their managerial practices. In addition, it requires them to take action as soon as there is a real or suspected risk, whereas French regulations only call for measures to be taken in the event of serious harm.

Directive No 2024/1760 of 13 June 2024 on corporate sustainability due diligence and amending Directive No (EU) 2019/1937 and Regulation NO (EU) 2023/2859, OJ L of 5 July 2024.

European duty of vigilance (due diligence)

Compliance

100. Concept and origins

101. European duty of vigilance (due diligence)