Transnational corporations (TNCs) are corporate groups that are beyond any state control. The entities making up the group are legally independent from one another. Consequently, one entity of the group cannot be responsible for the guilty acts of the other entities. This principle of legal autonomy dear to corporate law nevertheless presents problems when the group’s activities cause harm to an individual or the environment.

I- CORPORATE GROUPS HAVE NO LEGAL EXISTENCE

Individuals, or natural persons, have legal personality; i.e., they can be entitled to rights and be subject to obligations. Legal personality is made up of the capacity to enjoy one’s rights and the capacity to exercise one’s rights. They thus have legal capacity in national law. On the other hand, the issue of international legal personality of natural persons is still not clear-cut. Even though individuals are subject to certain international rules and can today be brought before the International Criminal Court, the majority of writers consider that natural persons have only a legal personality that is "derived and dependent on the will of states."

Corporations are legal entities and have legal personality (a "legal entity" is defined as being the group of persons or properties having, as in the case of a natural person, legal personality. There are exceptions, such as undisclosed partnerships or de-facto companies: these are quasi-companies that have no legal entity.)This legal personality therefore grants them the capacity to be entitled to and to exercise rights, as well as the possibility of seeing their liability incurred in the event that they do not respect obligations to which they are subject. The criminal liability of legal entities is not recognized in all states. Legal entities do not have international legal personality.

Corporate groups are not legal entities and do not have legal capacity. Consequently, they are subject neither to national law nor to international law. On the other hand, each company of the group—if it has been set up according to the procedures of national law—becomes a legal entity and acquires legal personality in the country where it is registered.