According to article 161 of the OHADA Law of 2014, without prejudice to the company’s potential liability, every company manager shall be individually liable to third parties for misconduct in the performance of his duties.
Where several company managers are involved in the commission of torts, they shall be jointly and severally liable to third parties. However, regarding relations among themselves, the competent court shall determine the contributive share of each of them in apportioning damages to be paid.
An individual lawsuit is a suit for damages suffered by a third party or by a member, where the latter suffers losses distinct from those suffered by the company as a result of torts committed individually or collectively by company managers in the performance of their duties.
Such a lawsuit shall be filed by the person who suffered the loss.
The filing of an individual lawsuit shall not preclude members or more members from filing a shareholder derivative lawsuit in the interest of the company for damages the company suffered.
The competent court to hear an individual lawsuit shall be one within the jurisdiction of the company headquarters.
Individual lawsuits shall be time-barred after three (3) years following the harmful event or, following its disclosure if it was concealed. The individual lawsuit for crimes shall be time-barred after ten (10) years.