Kuwait Court of Cassation principle number 2339

The chairman and members of the board of directors of a joint-stock company. Liable towards the company, shareholders and third parties for all acts of fraud, abuse of authority, every violation of the law or the company’s articles, and fault in management. Implication thereof. The company, as a legal person, may pursue a civil liability action against them, and the action is brought by the shareholders’ general assembly, any one of them, or the new board of directors. A vote by the general assembly discharging the board of directors does not preclude the institution of a liability action. - Inferring or negating fault giving rise to liability and whether or not any resulting damage exists. A matter of fact for the trial court. Its condition. - 436 - Civil Procedure