Can a director be held liable after leaving office?

Yes. Resigning or ceasing to act as a director does not automatically terminate a director's responsibilities that may arise from actions taken, decisions made, or certain obligations incurred during the performance of their duties.

Resignation terminates the director's duties for the future, but it does not erase liabilities already incurred. Depending on applicable laws, a former director may therefore be held liable for certain actions or obligations related to the period during which they served.

The scope of this responsibility depends in particular on:

• of the nature of the act or obligation in question;
• of the period during which the person was an administrator;
• circumstances specific to the case;
• conditions and means of defense provided for by law;
• applicable limitation periods.

For example, when a liability arises from a decision made or an obligation created while the person was a director, their departure from the company will not necessarily prevent them from being called upon to answer for it later, subject to the rules provided by applicable laws.

It is therefore important that the end date of the mandate is clearly established and that corporate records and information declared to the competent authorities are promptly updated.

In summary , a director may remain liable for certain actions, decisions, or obligations related to their mandate even after leaving office. Resignation terminates their duties for the future, but it does not erase liabilities already incurred.