* This paper is part of the research on the project financed by the Ministry of education, Science and technological development entitled “Strategic and tactical measures to overcome real sector competitiveness crisis in Serbia” (no. 179050, period 2011-2014)

Abstract

This paper presents the fundamental issues in Serbian law and business practice raised in the context of liability of the director for damage he may cause to the company. The paper thus analyses the rules of the Companies Law establishing specific duties directors owe to the company − duty of care in performing the operations on the one hand and a set of duties that are considered duties of loyalty to the company on the other. In an effort to provide a comprehensive picture of issues which the responsibility of directors may raise, the said rules are analysed both in terms of the specific rules of the Companies Law and in terms of general rules and basic principles of the Law on Obligations and other relevant laws in this area.

Key words: director, liability, company, damage, indemnification, duty, care.