The manager of an SARL (Limited Liability Company) is the person who is responsible for representing the company as well as ensuring its management.
The roles of the SARL manager are varied. He is above all the legal representative of the company.
As a result, he has the competence and commitment to the company regarding the various acts that he himself can sign and proclaim.
This role is all the more important when we know that companies sometimes need to promote their services and skills through partnerships with companies.
The manager of the SARL has different functions. He is mainly responsible for managing the day-to-day affairs of the SARL.
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Responsibility of the manager of the SARL:
The manager's liability may be engaged on the following subjects:
- Violation of statutes or management errors
- Individual or collective responsibility to be involved
In addition to the action for compensation for damage suffered personally, the partners of an SARL can bring collective legal action against the manager.
The manager of an SARL can be held liable on two levels:
- Civil liability if his fault caused damage to the company or a third party.
- Criminal liability in cases of fraud.
The nature of the liability to be incurred depends on the offense committed by the manager.
1-Common law offenses governed by the Penal Code.
- Fraud: Appropriate, fraudulently subtract something from another. (540 PENAL CODE)
- Forgery and use of forgery: The establishment of minutes of meetings allegedly held but not actually held is considered a constituent element of forgery.
- Breach of trust: Misappropriation or dissipation to the detriment of owners, possessors of effects, merchandise. (547 PENAL CODE)
- Bankruptcy: Fraudulent management of a company in receivership or liquidation: concealing part of the debt assets, fraudulently increasing the debt liabilities, having kept fictitious accounts or failing to keep one. (351 PENAL CODE)
- Abuse of corporate assets: holding manager who fraudulently disposes of common property or corporate funds.
2- Commercial law violations governed by the Commercial Code, Law 5-95 on SARL.
- False declaration concerning the distribution of shares or company results
- Obtaining loans from the company in any form: current account overdraft, guarantee.
- Refusal and failure to file the SARL's accounting documents with the court and the partners.
- Distribution of fictitious dividends.
- Issuance of securities on behalf of the company directly or through an intermediary.
- Failure to meet at the general meeting
3-Infringements of the general rules governed by Labor Law
- Violations relating to employee rights: non-compliance with regulations
- In terms of salary, maximum daily and weekly working hours, overtime, leave, etc.
- Offenses relating to work accidents, health and safety, etc.