Het Hof van Cassatie en de extra-contractuele aansprakelijkheid van vennootschapsbestuurders
This article (in Dutch) is our contribution to the Liber amicorum in honour of Professor Christian De Wulf (no relation), who until this year taught at the University of Ghent. The article deals with the Belgian approach of tort liability of company directors towards third parties. It applauds the efforts the cour de cassation undertook during the 1990Õs and in a 2001 ruling to unify the liability regimes of all kinds of agents, including company directors. It criticizes, both on dogmatic grounds and from a policy perspective, the attempts by certain authors to argue that limited liability or the fact that directors are considered to be organs of the company would imply that they should not be held liable towards third parties for their negligence. The article argues that the danger of excessive director liability can be avoided through a correct application of general Belgian tort law., esp. the principle that there is no presumption under Belgian law that negligence on the part of the company has been caused by negligence, e.g. lack of monitoring, on the part of the directors. To further protect directors against judicial activism, the article favours the introduction into Belgian law of a modified version of the American business judgment rule.