When French Courts Make a Company Director Personally Liable for Trademark Infringement

US in-house counsel instinctively sue the company. When a French entity trades under a sign that imitates your client’s mark, the natural defendant is the corporate infringer, and the corporate veil is assumed to keep the people who run it out of reach. In France that assumption is only half right. A line of decisions, capped by three 2025 rulings won by Hermès, shows that a company director can be ordered to pay trademark damages out of his or her own pocket, jointly with the company, when the infringement was deliberate and the director was personally in it. The route is not the “piercing the corporate veil” a US lawyer pictures; it is a distinct French tort concept, and it changes who you name as a defendant.

The corporate veil, and where France goes around it

The starting point is the same everywhere: a company has a separate legal personality from the people who run it. When the company commits trademark infringement, the company — not its director — is normally the one that pays, and directors acting within the scope of their functions are shielded.

French law does not defeat that shield by treating the company as a sham; it goes around it. A claimant reaches the director personally by proving that the director committed a personal wrong the courts call a faute séparable des fonctions — a fault separable from corporate functions. Once that is shown, the company and the director are both liable, jointly and severally, and the judgment can be enforced against the director’s own assets. Nothing about the company’s capitalization or formalities need be attacked.

The test: an intentional fault of particular gravity

The Cour de cassation fixed the standard in Seusse-Sati (Cass. com., 20 May 2003, No. 99-17.092). A director is personally liable to a third party only for a fault that is, cumulatively:

• intentional — not mere negligence;
• of particular gravity; and
• incompatible with the normal exercise of corporate functions.

All three must be met. Ordinary business mistakes, even careless ones, stay behind the veil. Deliberate infringement pushed through despite warnings does not.

Deliberate infringement clears the bar

French courts have applied this test to contrefaçon — the single French concept covering both trademark and copyright infringement. Two Cour de cassation decisions set the pattern. In one, the director had “actively and personally participated” in the acts and “claimed to be their initiator” (Cass. com., 7 July 2004, No. 02-17.729) — enough to make his fault separable from his functions. The second is blunter:

“[The director] committed acts of counterfeiting deliberately and persistently, for several years, despite warnings and notwithstanding pending legal proceedings” — an intentional fault of particular gravity, incompatible with the normal exercise of corporate functions, and therefore separable from it.

Cass. com., 25 January 2005, No. 01-10.740 [faute séparable des fonctions]

What this means for US counsel: the fact pattern that opens the door to personal liability is persistence after a warning. The record you build before you sue — the cease-and-desist, the dated proof that infringement continued anyway — is what later reaches the director’s assets.

The 2025 Hermès line: personal assets on the hook

Three 2025 first-instance decisions applied the doctrine to modern infringers. In Hermès Sellier v. YM (Tribunal judiciaire de Lyon, 7 January 2025, No. 23/03036), the sole operator of a company had reproduced Hermès designs and kept selling after a cease-and-desist letter; the court held the director jointly and severally liable and set a high bar of diligence:

“A director cannot claim ignorance of intellectual property rules, as their mastery is essential in today’s commercial practices.”

Tribunal judiciaire de Lyon, 7 January 2025, No. 23/03036 (Hermès Sellier v. YM)

What this means for US counsel: “I didn’t realize the mark was registered” is not a defense for a director in France. Knowledge of registered IP is effectively presumed, which lowers what a rights holder must prove to reach the individual.

The companion rulings confirm the reach. In Hermès v. R&C (Tribunal judiciaire de Paris, 10 April 2025, No. 22/10720), the director was held jointly and severally liable for both the trademark damages and the copyright damages — €10,000 each — the court expressly applying the 2004 rule that a director’s “active and personal participation” in counterfeiting is a fault separable from his functions (la participation active et personnelle du dirigeant à la contrefaçon caractérise une faute séparable). In Hermès v. QLSB (Tribunal judiciaire de Paris, 14 March 2025, No. 22/06992), the director was held personally liable for the €40,000 copyright award after continuing manifestly infringing activity despite the company’s own prior Moroccan conviction for trademark counterfeiting — persistence again supplying the “particular gravity” the test demands (there the copyright claim succeeded and the three-dimensional trademark claim was rejected).

What this changes when you pick your defendants

For a US enforcer, the strategic payoff is in the caption of the complaint.

• Name the director, not only the company. Against a thinly capitalized shell or a serial infringer, the director’s personal assets can be the only thing worth winning, and French procedure lets you pursue both together.
• Use the cease-and-desist to build the case. A demand letter that warns the director personally does double duty: it creates settlement leverage, and if ignored it manufactures the “deliberate persistence despite warnings” the courts require. See the broader enforcement playbook.
• No veil-piercing analysis needed. You do not have to show the company is undercapitalized or a fraud; you prove the director’s own intentional participation in the infringement. Because there is no US-style discovery, secure that proof early through a bailiff-grade evidence record or a saisie-contrefaçon.

Point of attention

This is a French-law route to a director’s personal assets, illustrated by first-instance 2025 decisions and settled Cour de cassation criteria. How the same conduct would be analyzed under US law — respondeat superior, officer tort liability, or classic veil-piercing — is a separate question for US-qualified counsel; the point here is only that the French answer is more claimant-friendly than the corporate-veil instinct suggests.

Practical takeaway

If your French infringer is run by an individual who personally drove the decision to adopt or keep using the sign, put that individual on notice by name and keep the proof that the conduct continued. That single step converts a claim against a possibly empty company into a claim that can follow a person.

Key takeaways

• In France, a director can be personally and jointly liable for trademark infringement — without any veil-piercing showing.
• The gate is a faute séparable des fonctions: an intentional fault, of particular gravity, incompatible with normal corporate functions.
• Deliberate infringement continued after a warning is the recurring fact pattern that clears the bar.
• Practically, name the director as a co-defendant and warn them personally in the cease-and-desist — the judgment can reach their own assets.

Applicable law

A director’s personal liability to a third party rests on general tort liability (Article 1240 of the French Civil Code) and is gated by the Cour de cassation’s faute séparable des fonctions test: an intentional fault of particular gravity, incompatible with the normal exercise of corporate functions (Cass. com., 20 May 2003, No. 99-17.092, Seusse-Sati).

Decisions cited

French decisions are searchable by number on Pappers Justice.