- within Intellectual Property topic(s)
- in United States
- with readers working within the Technology industries
In October 2025, the UPC Court of Appeal redrew the lines of managing directors' responsibilities. In Philips v. Belkin, it tackled a major question: Can company directors be held liable for patent infringements committed by their company?
While the Court of Appeal had already rejected the liability of managing directors as so-called intermediaries, this did not mean that managing directors were off the hook. It remained unclear whether and under what conditions managing directors could be held liable as infringers.
Now, since the beginning of October, we finally have clarity. According to the recent CoA decision, directors can indeed be held liable as infringer if they act as instigator, accomplice, or accessory.
Nevertheless, the following still applies: The mere position as a director is not sufficient. A managing director can only be held liable if the contested action goes beyond his or her typical professional duties.
So, when taking all this into consideration: What is the consequence? In any case, a director will be held liable if he or she deliberately uses the company to commit patent infringements. However, this will not be the norm, and, in any case, it will be difficult for claimants to prove this.
More important is the following clarification by the CoA: If the managing director knows that the company is committing a patent infringement and – even though it's possible and reasonable to do so, fails to take action to stop it – he or she will be liable for the infringement.
So, is there still a way to avoid liability? Fortunately, yes. The CoA made an important restriction: If the managing director seeks legal advice on the matter, he or she can generally rely on this advice. That's why, going forward, it will be even more important for managing directors to seek legal advice at the first sign of a suspected patent infringement.
So, is there still a way to avoid liability? Fortunately, yes. The CoA made an important restriction: If the managing director seeks legal advice on the matter, he or she can generally rely on this advice. That's why, going forward, it will be even more important for managing directors to seek legal advice at the first sign of a suspected patent infringement.
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