This article examines
how the principle of energy solidarity and the EU regulatory framework on
capacity sharing affect the legal duties of directors in energy companies.
Energy solidarity, as established in Article 194(1) of the Treaty on the
Functioning of the European Union (TFEU) and reinforced by case law such as
Germany v. Poland (OPAL), has evolved into a legally binding norm that reshapes
corporate responsibilities. The analysis focuses on how this principle,
together with regulations like (EU) 2017/1938 and (EU) 2019/941, interacts with
traditional fiduciary duties of care and loyalty in the corporate governance of
critical energy infrastructure. Through a doctrinal method, the article argues
that solidarity obligations now impose preventive duties on directors,
requiring them to integrate crisis response mechanisms and cross-border
coordination into their decision-making. Regulatory compliance is no longer
limited to internal matters but extends to geopolitical risk modelling,
infrastructure resilience, and intergovernmental cooperation. Directors may
incur liability for failing to anticipate solidarity-based obligations,
especially under national laws aligned with stakeholder governance models. The
article concludes that the convergence of EU energy security law and corporate
governance requires a recalibration of board practices. Traditional tools such
as risk committees and stress testing remain relevant but must be precisely
adapted to solidarity-related obligations. Directors who overlook these
developments may not only face regulatory consequences but also increasing
scrutiny from shareholders and the public. Energy solidarity is thus not a
peripheral concern but a core component of lawful and resilient corporate
governance in the EU energy sector.