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This study aims to examine two questions that contribute to understanding the organizational corporate governance forms of the so-called New World: What have been the social and cultural forces that gave rise to the institutional features of the Anglo-Saxon corporate states and the Hispanic patrimonial states? And how have these traits influenced the governance forms of North American and Latin American firms?

A comparative historical analysis methodology that dates back to the colonial foundations of the New World was used. Analysis categories were derived to allow us to reflect on the phenomenon studied and support the hypotheses while deriving observations that explain the historical relationships of the state types and their capitalisms with contemporary corporate governance. The research also considered case analysis in context, presented as specific empirical evidence.

The paper maintains that the historical social and cultural forces that were configured in the New World shaped the institutional features of the Anglo-Saxon corporate states with liberal capitalism and the Hispanic patrimonial states with hierarchical capitalism, and that these features are related to the predominant organizational corporate governance forms in North American and Latin American firms, respectively.

This paper provides insights into the social, cultural and institutional factors that gave rise to corporate and patrimonial states and their relationships with the different types of organizational corporate governance. It introduces a categorization into the literature with three types of organizational corporate governance (e.g. corporatist, patrimonial and hybrid). This allows progress in linking corporate governance theories with a managerial focus and governance perspectives oriented to economic and social development.

International investment law governs matters related to transnational investments. The extensive reach of transnational corporations (TNCs) has granted them substantial economic, political and social influence, often intertwining them with public interest issues and implications in human rights violations. This paper aims to explore the profound influence exerted by TNCs in today’s globalized world and its implications for human rights and social responsibility within the framework of international investment law. Particularly, it acknowledges the vulnerability of economically weak South Asian states and cites past instances such as the Bhopal gas tragedy in India and the Rana Plaza disaster in Bangladesh as egregious violations of human rights. Focusing on South Asian bilateral investment treaties (BITs), this paper aims to examine the scope of investors’ social accountability.

This research engages with doctrinal and analytical methods in traversing through primary and secondary sources. It would parse the arbitral tribunals’ jurisprudence for their discussion on the inclusion of social accountability obligations within international investment agreements (IIAs). Further, it engages in a quantitative analysis related to the nature of the social accountability-related obligation of the corporation within South Asian BITs.

The findings reveal a glaring absence of the law on investors’ social accountability and the need for enhanced regulatory mechanisms to address the escalating influence of TNCs on human and social rights. The absence of a robust legal framework, coupled with the asymmetric nature of international investment law, granting investors greater rights and leverage compared to states, exacerbates this challenge. The phenomenon of “regulatory chill” inhibits states from effectively enforcing regulatory measures aimed at protecting human rights and the environment. Furthermore, the broad interpretation of clauses such as “fair and equitable treatment” by investment tribunals often undermines states’ ability to implement measures in the public interest. While international organizations such as the UNCTAD and the UNCITRAL Working Group III are actively discussing reforms to IIAs, the existing guidelines addressing investors’ social accountability are woefully lacking in the content as well as the method of their integration with international human rights law. The findings underscore the imperative for South Asian nations, the subject of this research’s empirical analysis, to adopt a comprehensive approach involving both domestic law reforms to promote corporate social accountability and active pursuit of negotiations for the inclusion of binding social obligations for investors within IIAs.

This research, drawing upon international law developments, offers suggestions for incorporation of social accountability provisions via relevant domestic law reform. The research could be viewed as a prelude for mapping the legal developments in the area of investors’ social accountability within investment agreements, as well as investment contracts, drawing guidance from international law instruments.

To the best of the authors’ knowledge, no other study analysed the scope of investors’ social accountability in South Asian BITs.