The legal framework around misuse of corporate assets—commonly known as “abus de biens sociaux”—in Algeria is explicitly defined, and strict policies are enforced for both companies and their managers. Below, you’ll find a detailed overview of these requirements as mandated by Algerian law in 2025.
Criminal Liability for Misuse of Corporate Assets in Algeria
Algeria imposes criminal liability for the misuse of corporate assets. This legal provision is outlined in Article 811 bis of the Algerian Commercial Code (Ordonnance n° 03-11 du 26 août 2003, amending and supplementing ordonnance n° 75-59 du 26 septembre 1975). Notably, these laws are applicable even to the sole manager and sole shareholder of a société à responsabilité limitée (SARL), reflecting a comprehensive approach to corporate governance and asset protection.
| Provision | Reference (Algerian Law) | Criminal Liability | Applicable To |
|---|---|---|---|
| Misuse of Corporate Assets (“Abus de biens sociaux”) |
Article 811 bis, Algerian Commercial Code (Ordonnance n° 03-11 du 26 août 2003) |
Yes | Managers, Sole Managers, and Sole Associates of SARLs |
Key Features of Algerian Policy on Corporate Asset Misuse
The Algerian framework stands out in a few ways:
- Wide Applicability: Liability for asset misuse does not only concern large corporations. Even those holding sole ownership or management responsibility (such as sole managers and sole associates of an SARL) are expressly covered, reducing opportunities for asset misappropriation.
- Clear Legislative Base: The policy references a specific article and amendment, ensuring clarity for legal practitioners and company directors alike.
- Criminal Consequences: The law provides for criminal prosecution—not merely civil recourse—acting as a deterrent for the improper use of company resources for personal benefit or unrelated ventures.
Legal Reference for 2025 Compliance
For 2025, any allegations or investigations regarding misuse of corporate assets in Algeria will primarily refer to:
- Article 811 bis of the Algerian Commercial Code (as amended by Ordonnance n° 03-11 du 26 août 2003, itself amending ordonnance n° 75-59 du 26 septembre 1975)
The focus is on ensuring that all assets belonging to a company are used solely for the company’s interests, and any breach—regardless of the manager’s shareholding status or title—may result in criminal prosecution.
Actionable Pro Tips for Navigating Asset Misuse Regulations
- Maintain Documented Justification: Always retain written records for any company transaction involving its assets. This will serve as evidence that actions were in the company’s interest.
- Consult with Advisors: Before executing significant transfers of company assets, consult with legal and accounting advisors familiar with the Algerian Commercial Code to avoid unintended violations.
- Set Internal Controls: Implement internal policies and periodic audits, even for closely held businesses like SARLs, to flag potential misuse issues early.
- Understand Manager Liability: Managers and sole associates are as accountable as those in larger entities; always act diligently regarding company resources irrespective of business size.
Further Information
For readers seeking official guidance or legislative updates, reference can be made to the official Algerian government portal: https://www.mjustice.dz.
Algeria’s legal stance on the misuse of corporate assets highlights commitments to transparency and accountability, with even sole managers and associates fully within the scope of criminal liability. Staying fully compliant requires careful documentation, proactive advice, and ongoing awareness of regulatory obligations. Always ensure that the use of company assets is directly aligned with the business’s best interests to avoid significant legal and criminal repercussions.