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Case:
Court of Cassation, Commercial Chamber Case No. 961 Application for Review No. 96-10.253 Case Vergnet v. SNC Sogea et Autre.
Date:
28 April 1998
Translated by:
J.T. Brown
Copyright:
Professor B. S. Markesinis

THE COURT

In view of Articles 52 and 244 of the law of 24 July 1966;

Given that the personal liability of a manager as against third parties can be found to exist only if he has committed a fault which can be severed from his functions and which is imputable to him personally;

Given that, according to the judgement under attack and the documents filed, (1) Société Générale Méditerranéenne d’Entreprise (“the Company”) had a contract to erect a building complex for a company renting out low-cost lodgings, and subcontracted the plumbing and heating jobs to Sonis, a corporation, which caused boilers to be delivered to it before going into liquidation; and (2) the unpaid supplier having successfully claimed back this equipment, title to which had been reserved as part of the sale, the Company claimed to been obliged because of this to restock the site and brought action against M. Vergnet, director of Sonis, on the basis of Articles 1382 and 1383 of the Civil Code, for payment of a certain sum, blaming him personally for having certified, in order to obtain the direct payment of an invoice by the Owner, that the equipment in question was the property of Sonis;

Given that, in order to condemn M. Vergnet to pay to Sogea, in whom the rights of the Company are vested, the sum of F.510,871.87 plus interest at the rate laid down by law from 14 August 1987, the judgement holds that it was on the faith of the certificate delivered by him on 25 August 1987 that the Company authorised the Owner to pay Sonis and that M. Vergnet submits in vain that he acted for the account of Sonis, since his personal interest emerges clearly from the act (fraudulent in the light of the nearness of the date of the company’s being unable to meet its debts) of obtaining credit in order to put off the date upon which the corporate debts would fall due;

Given that in coming to its decision upon such grounds, which are incapable of showing that M. Vergnet had committed a fault which was severable from his functions, the Court of Appeal did not give a legal basis to its decision;

ON THESE GROUNDS (…)

QUASHES……

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