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Restructuring · Sub-expertise

Director's liability.

Where insolvency proceedings reveal substantial liabilities, the director may be subject to liability actions: insufficiency of assets, personal bankruptcy, fraudulent bankruptcy (banqueroute). We defend directors by highlighting the diligence performed, the propriety of their management and the absence of any established mismanagement.

→ What we cover

Our scope of intervention.

Insufficiency of assets action

Defence of the director against an action seeking to order them to bear all or part of the insufficiency of assets on the basis of mismanagement that contributed to it.

Personal bankruptcy & management ban

Defence against requests for a management ban or personal bankruptcy, which deprive the director of the right to manage a business for a fixed period.

Fraudulent bankruptcy & criminal sanctions

Criminal defence where the director is accused of fraudulent bankruptcy (misappropriation of assets, fictitious accounting, fraudulent increase of liabilities) or other offences related to the procedure.

Extension of the procedure

Defence against a request to extend the procedure to the director in the event of commingling of assets or fictitiousness of the legal entity.

Liability for shortfall (comblement de passif)

Argumentation on the absence of mismanagement or on the unrelatedness of the fault to the causes of the insufficiency, and on the proportionality of the order sought.

Prevention strategy

Upstream, advice on best practices to avoid liability actions: documentation of decisions, compliance with accounting obligations, anticipation of difficulties.

→ Our approach

A proven methodology.

01

Analysis of the file

Examination of the grievances alleged against the director, analysis of the chronology of the procedure, identification of the factual and legal defence arguments.

02

Construction of the defence

Development of the arguments: propriety of the management, diligence performed, absence of established fault, contestable causal link, proportionality.

03

Procedure

Submissions before the court, oral argument, management of any judicial expert assessments, appeal where applicable.

04

Resolution & support

Implementation of the decision, negotiation of any settlements, personal and asset-related support for the director after the procedure.

→ Who we help

Typical engagements.

Insufficiency of assets action after liquidation

Defence of a director sued after the closure of the liquidation for mismanagement: demonstration of the propriety of their management and of the unrelatedness of the alleged faults to the causes of the insufficiency.

Management ban request

Defence against a management ban request based on the delay in declaring the suspension of payments: justification of the context and of the diligence undertaken.

Accusation of fraudulent bankruptcy

Criminal defence of a director accused of fraudulent bankruptcy: demonstrating the absence of intent, contesting the materiality of the facts, negotiating a plea bargain (CRPC) where appropriate.

Extension of the procedure refused

Opposition to a request to extend the procedure to the director personally for commingling of assets: demonstration of the effective autonomy of the legal entity.

→ Q&A

Frequently asked questions.

An action brought by the creditors' representative in the event of judicial liquidation, seeking to order the director to bear all or part of the liabilities where their mismanagement contributed to the insufficiency of assets. The order may reach the entirety of the liabilities.

Any act or omission in the management of the company that departs from the standards of a prudent and diligent director: culpable delay in declaring the suspension of payments, continuation of a loss-making activity in one's personal interest, excessive withdrawals, failure to keep accounts.

Rigorously document corporate decisions, keep proper accounts, declare the suspension of payments within the deadlines, anticipate difficulties through the ad hoc mandate or conciliation, and avoid favouring one's personal interests to the detriment of the company.

A management ban prohibits the management of a business for a fixed period. Personal bankruptcy is broader: it entails a management ban but also civil and political incapacities. Both sanctions may last up to 15 years depending on the seriousness of the facts.

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