personal liability of a managing director or board member under Iranian law
The company's debts and obligations are not always automatically personal debts of the managing director or members of the board of directors. To determine liability, the type of company, the origin of the obligation, the limits of authority, internal decisions and possible violations of the director must be examined.
Request a consultationpersonal liability of a managing director or board member under Iranian law
The company's debts and obligations are not always automatically personal debts of the managing director or members of the board of directors. To determine liability, the type of company, the origin of the obligation, the limits of authority, internal decisions and possible violations of the director must be examined.
Important aspects of this matter
Point 1
Type of company and exact position of the person at the time of creating the obligation
Point 2
Latest announcement of directors, signatories and limits of authority
Point 3
Contract, The act or deed that caused the debt or damage
Point 4
Existence of personal obligation, Guarantee, Legal violation or action beyond the scope of authority
Legal points and course of action
The liability of managers can be raised against the company itself, shareholder or third parties, and the basis for each is different. Therefore, the title managing director alone is not sufficient to conclude on liability.
In each case, the latest company registration status, internal documents and actual events must be matched. The similarity of the titles of the two cases does not mean that the demands, of the parties to the dispute or their legal outcome are the same.
Related topics
challenge to corporate minutes or resolutions under Iranian law
Objection to the decisions of the assembly or board of directors in case of violation of the law, of the articles of association or basic procedures.
Company signing authority and limits of directors’ powers
Authorized signatories, Signing contracts and binding documents and the limits of authority of managing director and board of directors.
partner or shareholder dispute in an Iranian company
Disputes about management, Profits, Voting rights, Access to documents, Assembly decisions and implementation of partners' agreements.
Registration of company changes and meeting minutes
Minutes of meetings and board of directors, Change of directors, Capital, Address, Subject and authorized signatories.
Relevant legal sources
Bill amending part of Iranian Commercial Code («قانون تجارت»)
Iranian Commercial Code («قانون تجارت»)
Iranian Civil Code («قانون مدنی»)
This list, shows the main provisions related to the subject of the page. The governing law and subsequent amendments must be adapted to the time of occurrence, of the subject and the situation of each case.
The official text and latest amendments of the laws are available at National Information Database of Laws and Regulations of the Country is available to view.
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