Officer and Director Liability

Officer and Director Liability

Officer and Director Liability

Individuals may be liable for torts they personally committed or directed, for breaches of fiduciary duty, and under statutes imposing personal liability for unpaid wages, taxes, or environmental violations.

The corporate form does not shield personal participation.

Alternative Names:

Individual Officer Liability|Director Personal Liability

Why it Matters?

Personal participation in a tort creates liability regardless of the corporate form, which means naming individual decision-makers is available where they directed the conduct rather than merely holding office. That exposure drives indemnification and insurance demands. Statutory personal liability for unpaid wages and trust fund taxes operates independently of any fault analysis, which surprises officers of failing companies.

Frequently asked questions

Does the corporate form shield personal participation?

Does the corporate form shield personal participation?

No. An individual who personally committed or directed a tort is liable regardless of their corporate role.

What statutory exposure exists?

What statutory exposure exists?

Personal liability for unpaid wages and trust fund taxes, which operates independently of any fault analysis.