Over the last two decades the global commodity chain, global value chain and global production network (GCC/GVC/GPN) frameworks have facilitate d valuable research into contemporary global capitalism. However, much of this research has paid insufficient attention to work and workers. Recently, the concept of social upgrading, with a strong emphasis on workers’ condi- tions, has been advanced by leading GCC/GVC/GPN theorists, as a potential remedy to the previous lacunae. This article welcomes this development, but also argues that the social upgrading concept represents an elite compre- hension of relations between capital, the state and labour. It is argued that the concept, derived from the International Labour Organization’s Decent Work Agenda, denies the reality of labour’s exploitation by capital and is therefore only partially equipped to explain the existence of indecent work. The Decent Work Agenda and the social upgrading concept expect improve- ments in work to be delivered by elite actors such as firms, national states and international organizations. It is argued that, through re-visiting Marx’s explication of the capitalist labour process, it is possible to comprehend the nature of capitalist exploitation, the root causes of indecent work and resist- ance to it, and thus to develop an alternative conception of social upgrading. The article presents evidence from North East Brazilian export horticulture to support these arguments.