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ฉบับพิเศษ ประจำ�ปี 2564

The Potential Civil Liability of Innocent Subsidiaries

as a Consequence of The Notion of Undertaking

in EU Competition Law

Krisadhikhun Tangdham*

I. Introduction

Multinational corporations are not something new in the current era. They have
developed from the period of imperialism and colonialism which their focus is mainly
on resources and infrastructure to nowadays dispersed multinational organisations

participating in various markets. Given the complicated connections of companies in
1
the corporate group, they pose questions and challenges for legal authorities in every
jurisdiction when determining the liability of violations of law committed by one of the

members in a corporate group.
In EU competition law, the addresses of the prohibitions enshrined in the Treaty

on the Functioning of the European Union (hereinafter TFEU) is the undertaking.
2
When considering the characteristic of the undertaking, the Court of Justice of the European

Union (hereinafter CJEU) does not determine that separate legal personalities constitute
separate undertakings. In contrast, it is possible that one undertaking consists of several
legal persons. One aspect of the undertaking is the relationship between a parent company

and its subsidiary. The liability of a subsidiary can be attributed to its parent company,

* LLM (Lund University). Legal officer at Legal Execution Department; this article is developed from
the author’s Master Thesis, The potential civil liability of innocent subsidiaries as a consequence of the notion of
undertaking in EU Competition Law - an implication from the recent case Skanska, Lund University (2020)
1 Christoph Dörrenbächer and Mike Geppert, Multinational Corporations and Organization Theory: Post
Millennium Perspectives Research in the Sociology of Organizations Vol. 49, 2017, p.8-9
2 Article 101, 102 Consolidated Version of the Treaty on the Functioning of the European Union (2012)
OJ C 326/47

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