This article argues that humanity is locked into a system culminating in the tragedy of the commons (ToC), and swift action is required to course-correct. Undeniably, companies are the single-largest users of natural resources. To that extent, this article puts forward two interrelated proposals on refining directors’ duties under Section 166 of the Indian Companies Act 2013 and CSR under Section 135 to help avert the ToC. Part I of this article outlines Hardin’s theory of the ToC and examines why corporations fit his definition of the self-interested, rational economic agent. Part II analyses the stakeholder theory embedded in the Indian Companies Act 2013 and highlights its enforcement lacunae. It subsequently proposes a new directorial duty to conduct company business in accordance with principles of sustainable development. Thereafter, Part III proceeds to re-conceptualise the notion of corporate social responsibility (CSR) in Section 135 of the Companies Act 2013 to position CSR as an avenue towards averting the ToC. Part IV concludes. The proposals put forth by this article in Parts II and III do not require paradigm shifts but are consistent with the stakeholder orientation of Indian corporate law, and therefore more easily attainable than most other countries.

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A small segment of Investor-State Arbitration flows from the consequences of resistance by the local population (particularly, indigenous people) against the particular investment, and the concerned State cancelling permits granted earlier, precluding all future activities of the investor. This paper seeks to argue that when faced with an investment treaty dispute of this nature, arbitrators should (and indeed may be required to) reflect on the Social License to Operate (SLO) as a part of the applicable law. It aims at creating a framework within which the Social License to Operate should be conceptualized by investment tribunals in the future. The article first examines the nature of the social license to operate and then goes on to highlight its existence in relevant bodies of international law. Thereafter, the article seeks to analyze its use in past investment tribunals, such as the award laid down in Bear Creek Mining v. Peru, and uses this analysis as a springboard to construct a way forward for future applications of the concept.

Using the much debated concept of piercing of the corporate veil, this article seeks to address the relatively unexplored problem of phoenix companies in Indian insolvency law. Following the recent insertion of section 29A into the Insolvency and Bankruptcy Code, 2016, the question of phoenixing has begun to emerge at the forefront of academic discussion. Drawing heavily upon English, Australian and US discourse, the authors attempt to outline an alternative approach to curb the practice of phoenixing. Section 2 of this article engages in profiling a phoenixing company using English, Australian and Indian Committee reports – defining a phoenix company, differentiating between legitimate and illegitimate forms of phoenixing and outlining the hazards of phoenixing. Section 3 goes on to examine the applicability of the ‘mere continuation/continuation of enterprise theory’ to phoenix companies culminating in piercing the corporate veil of the successor company. Finally, the article concludes by acknowledging the sophisticated nature of phoenix companies, and recognizes the need for a dynamic response to this practice.

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