Abstract

ABDALA, Martín E. The Liability of Directors and Officers in Cases of Plural Acting under Argentine Law. Estud. Socio-Juríd [online]. 2014, vol.16, n.2, pp.243-264. ISSN 0124-0579.  https://doi.org/10.12804/esj16.02.2014.08.

The issue of directors’ and officers’ liability is complex, and gains complexity when the harmful act is performed by more than one manager. The plural attribution of liability can result: because managers form a plural organ where its members act together; they form a plural organ where its members act individually; the plural behavior derived from a delegation of tasks. When directors and officers form a plural organ where its members act together, all of them shall be liable for the damage they cause. When they form a plural organ where its members act individual, liability of each will depend on the participation in the harmful event. Finally if the plural behavior derived from a delegation of tasks must be distinguished: when there was a regular delegation of tasks, there is liability of both managers: delegator and delegate; and when there is a specific function assignment, liability depends on the individual performance of each.

Keywords : corporations; liability; directors and officers; plurality; delegation; exoneration.

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