LIABILITY OF DE FACTO MANAGING DIRECTORS IN THE DUTCH CARIBBEAN
Policy maker can be held liable
As a general rule a corporation in the Netherlands Antilles is a legal entity distinct from its shareholders. In terms of liability for mismanagement the law focuses on the managing directors as well as other persons who actually “act as managers” (a.k.a. policy makers or de facto managing directors).
Most legal commentators take the view that instructions from a parent company to a subsidiary do not, as such, constitute “management” in the above sense. However, statutory language is ambiguous and there is no Netherlands Antilles case law on this issue. Those who “act as …
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