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Florida Officer-Director Liability for Business Torts

Posted on: May 16, 2013

Generally, a director or officer of a corporation does not incur personal liability for [the corporation’s] torts merely by reason of his official character; he is not liable for torts committed by or for the corporation unless he has participated in the wrong.  Indeed, Florida courts have found that it is well established that an officer of a corporation who commits or participates in a tort, whether or not it is in furtherance of corporate business and whether or not it is by authority of the corporation, is liable to the injured party whether or not the corporation is also liable.  Courts have rationalized this finding by noting that a contrary rule would enable a director or officer of a corporation to perpetrate flagrant injuries and escape liability behind the shield of his representative character, even though the corporation might be insolvent or irresponsible.  Florida courts have additionally found that a corporate officer is potentially individually liable for his tortious acts even though such acts were committed in the scope of his employment by the corporation.

Corporate officers can also be held individually liable for corporate acts where there is actual wrongdoing in the form of fraud, self-dealing or unjust enrichment.  Although the corporate shield doctrine is applicable to jurisdictional issues, a corporate officer may be joined in the lawsuit given that the corporate shield doctrine has no application when the corporate officer commits an intentional tort.  In that regard, courts are generally hesitant to allow corporate officers who commit or participate in wrongful acts, such as intentional torts, to be completely shielded by the corporate form.

Schecter Law’s attorneys have experience with a wide range of business torts disputes.  We are equipped to address your most challenging litigation needs with highly skilled legal services and solutions while providing a level of unmatched client commitment combined with reasonable legal fees.