Identifier: TFG:46
Authors: Gómez Fargas, Isaac
Abstract:
When discussing corporate managers’ liability, many kinds of liabilities are referred to, civil, criminal, financial or bankruptcy liability. This research however is based solely on civil liability. This issue itself poses many questions, such as the conditions of liability, the type of civil actions or most appropriate trial according to the circumstances. Firstly, the problem of requisites needed in order to allow that managers are forced to be responsible for their actions, meaning whether it is enough to state simple non-fulfillment of their duties or if there must be other factors involved. In this way both doctrine and case law (jurisprudence) are unanimous in claiming the necessary existence of four liability budgets, closely associated, for the manager to be held responsible. At this point a new conflict arises related to the possibility of the manager to be disclaimed, regardless of the simultaneous requisites. Determined whether liability’s conditions and the non-presence of disclaiming causes concur, there must be established the civil action through which the managers become responsible: corporate liability action, individual liability action or corporate liability action due debts .it should be determined to whom would the legitimacy belong (both active and passive) meaning, who has the needed capacity to start the actions and against whom can it be started, respectively. In this way, it will be the corporate or the partners, depending on which of them had suffered the damages, to whom would concern the exercise of the civil actions against the managers, distinguishing if the damage had been caused in the corporate’s estate or in the personal estates of the partners. Having chosen the suitable civil action, it then becomes an essential requisite to elucidate the trial, meaning the kind of process through which the managers liability’s suit will be recognized, including existing procedural specialities.
Repositori URV