Tennessee § 39-11-405 - Individual liability for corporate conduct.

Full text of Tennessee Tennessee Code Annotated § 39-11-405 — Individual liability for corporate conduct., with citation guidance and answers to common questions.

§ 39-11-405. Individual liability for corporate conduct.

A person is criminally liable for conduct constituting an offense that the person performs or causes to be performed in the name of or on behalf of a corporation to the same extent as if the conduct were performed in the person's own name or behalf. Acts 1989, ch. 591, § 1. Sentencing Commission Comments. This section makes it clear that a person who commits an offense while acting for a corporation can be personally liable for the offense if he or she would have been liable if acting in his or her own behalf. Thus, the high managerial agent whose actions constitute an offense against the corporation under § 39-11-404 can also be personally responsible for the misdeeds. Compiler's Notes. The sentencing commission terminated June 30, 1995. Sentencing Commission Comments have been retained, but do not reflect 1995 or subsequent legislation. Law Reviews. “Corporate Liability, Risk Shifting, and the Paradox of Compliance”, 52 Vand. L. Rev. 1343 (1999).

Source: official Tennessee text · Last verified 2026-08-27

Frequently Asked Questions About Tennessee § 39-11-405

What does Tennessee Code Annotated § 39-11-405 cover?

Section 39-11-405 ("Individual liability for corporate conduct.") is part of the Tennessee Code Annotated, the codified statutory law of Tennessee. It sets out the legal rule or procedure described in the text above. Statutes are amended regularly, so always verify against the official source.

How do I cite Tennessee § 39-11-405?

A common citation format is "Tennessee Code Annotated § 39-11-405" (Tennessee). Legal writing may require the code abbreviation, section number, and year or edition. Match the style required by your court, professor, or publisher.

Is this the official text of Tennessee law?

No. This page is for research and education and may not include the most recent amendments. For official current law, check the Tennessee official source linked on this page or consult a licensed Tennessee attorney.

How does Tennessee § 39-11-405 apply to my situation?

Statutes are interpreted in context, and application depends on your specific facts. Only a licensed attorney in Tennessee can advise on how this section applies to you. Contact your state or local bar association for a referral.

Sources & Verification

Not legal advice. Verify against the official source and consult a licensed attorney in Tennessee.