Corporate & Business Law · European Union

Protect Yourself From Personal Liability as a Director

In most European countries, directors can be held personally liable — for breaches of duty, unpaid tax or social contributions, wrongful trading and more. That exposure can reach your personal assets. We match you, free of charge, with a corporate lawyer who assesses your liability risk and shows you how to manage it before a claim or investigation begins.

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Who this is for

The limited liability of a company does not always protect the people who run it

Directors’ liability is the personal legal exposure that can attach to the individuals who manage a company, cutting through the corporate veil that normally shields owners and officers. The triggers vary by country but commonly include breach of fiduciary duty, wrongful or insolvent trading, failure to pay taxes or social-security contributions, and certain data-protection or environmental breaches. Crucially, liability can arise even where the director did not set out to do anything wrong — through negligence, an undisclosed conflict, or a decision made while the company was already in difficulty. Because the specific grounds, the burden of proof and the availability of defences all differ across Europe, a director facing a claim, a demand letter or an investigation should obtain advice for the relevant jurisdiction quickly. Understanding your exposure early is the first step to containing it.


Why directors face personal exposure

Liability rarely arrives with warning.
It arrives with a letter.

Claims from liquidators, tax and social-security demands, and insolvency-era decisions are where personal liability most often lands — and it moves fast.

01

Claims following insolvency

When a company fails, a liquidator often reviews the directors’ conduct and may pursue them personally for wrongful or fraudulent trading. By the time the claim arrives, the evidence and the money may already be at risk.

02

Unpaid tax and social contributions

In several European countries, directors can be held personally liable for a company’s unpaid taxes or social-security contributions — in some cases even where they did not personally handle the filings.

03

Liability despite no bad intent

Negligence, an unmanaged conflict of interest, or a decision taken while the company was struggling can create liability even without dishonesty. Directors are often surprised to learn how low the threshold can be.


What you get

A directors’ liability lawyer who assesses and contains the risk

We only match you with corporate lawyers who regularly defend and advise directors on personal liability in your jurisdiction.

Exposure assessed honestly

Your lawyer reviews your role, decisions and the company’s situation, and tells you plainly where your personal exposure sits and how serious it is — so you act on facts, not fear.

Defences & mitigation

Where a claim or demand has already arisen, your lawyer builds your defence and pursues every route to reduce or shift the liability, including indemnities and insurance where available.

Preventive protection

Your governance, board documentation and day-to-day decision-making processes are tightened so that future decisions no longer create avoidable personal exposure in the first place at all.

Insolvency-risk navigation

If the company is deteriorating, your lawyer advises how to act to protect both the company and yourself — avoiding the decisions that most often turn into personal claims.


Coverage

Directors’ liability lawyers across Europe

The grounds for personal liability, the burden of proof and the available defences differ markedly by country, so the right lawyer is one who knows your specific jurisdiction’s rules and courts. We match cases across the following countries and beyond:

SpainPortugalGermanyFranceItalyNetherlandsBelgiumIrelandAustriaPolandGreeceSweden+ more EU / EEA countries

Frequently asked

Directors’ liability — common questions

When can a director be held personally liable?

Grounds vary by country but commonly include breach of fiduciary duty, wrongful or fraudulent trading, failure to remit taxes or social-security contributions, and certain regulatory breaches. Liability can arise even without dishonesty, so the specific rules of your jurisdiction matter greatly.

Can I be liable for a company’s unpaid taxes?

In several European countries, yes — directors can be held personally liable for unpaid taxes or social-security contributions in defined circumstances, which differ by country. If you have received a demand, seek advice for that jurisdiction promptly rather than waiting.

What is wrongful trading and how does it affect me?

Wrongful trading generally refers to continuing to trade and incur debt at a time when a director knew, or ought to have known, that the company could not avoid insolvency. In many countries it is a key ground for holding directors personally liable to creditors.

Does directors’ and officers’ insurance protect me?

D&O insurance can cover many claims, but its scope, exclusions and limits vary, and some liabilities — such as certain fines or deliberate wrongdoing — are typically not covered. A lawyer can review your policy against your actual exposure and identify gaps.

What should I do if I receive a claim or demand as a director?

Act quickly and take advice for the relevant jurisdiction before responding. What you say and do in the early stages can affect your position, and the deadlines for responding or defending are often short. Early advice is almost always cheaper than a late defence.

Can I reduce my personal exposure going forward?

Often yes. Proper governance, documented decision-making, prompt action on financial difficulty and appropriate indemnities and insurance can substantially reduce future exposure. A corporate lawyer can assess your current position and recommend practical steps.


Free case review

Contain your exposure before it grows

Tell us your role and what has happened, and we’ll connect you with a corporate lawyer who handles directors’ liability in your jurisdiction — free of charge, with no obligation to hire.