Lifestyle Equities v two directors: directors cleared of personal liability for company’s trademark infringement
Lifestyle Equities CVvtwo directors
- Court
- Supreme Court
- Judgment
- 15 May 2024
- Citation
- [2024] UKSC 17
Directors aren't personally liable for a company's trademark infringement unless they knew the facts that made it infringing.
Lifestyle Equities, owner of the Beverly Hills Polo Club trademarks, tried to make two company directors personally pay for their company's infringement. The Supreme Court ruled the directors won, because nobody had found they knew their conduct caused infringement.
What happened
Lifestyle Equities owns the Beverly Hills Polo Club trademarks. It sued a wholesale clothing business over its use of Santa Monica Polo Club logos, which a court found infringed those marks. Lifestyle Equities then went further and sued the company's two sibling directors personally, seeking to make them jointly liable and to force them to hand over profits. The company was ordered to account for profits for infringement. The directors were also found jointly liable, and ordered to account for profits, even though no court had found they knew their company's branding infringed anyone's trademark.
What did the court decide in Lifestyle Equities CV v two directors?
The Supreme Court held that making a director personally liable for a company's trademark infringement (a strict liability wrong, meaning intent isn't needed to prove the underlying infringement) requires proof the director knew the facts that made the company's use of the sign infringing. Simply causing or being involved in the company's actions isn't enough on its own. The court also ruled that even a director found liable can only be made to hand over profits they personally made, not the company's profits. Here, a loan to the directors wasn't profit, and their salaries were ordinary pay for work done, not profit from the infringement. The directors' appeal succeeded and the account of profits orders against them were set aside. Lifestyle Equities' own appeal, which argued directors account for the company's profits, was dismissed.
What we learned from this
- What I'd take from this is that running a company doesn't automatically put a director's personal assets at risk over trademark disputes the business loses. Knowledge of the infringing facts is what changes that.
- If you're pursuing the individuals behind an infringing company, it's worth checking you can show they actually knew the facts that made the use infringing, not just that they ran the business.
- An account of profits against an individual can only capture profit that individual personally made. A director's salary or a loan from the company won't usually count as profit from the infringement.
- Directors who act in good faith on branding decisions, without knowledge that a name, logo or tagline infringes someone else's trademark, are unlikely to face personal liability even if the company is found liable.
Things to be aware of
- This case is about accessory liability for a strict liability tort like trademark infringement specifically; it doesn't change the law on company liability itself, which remains strict.
- The ruling doesn't give directors a free pass if they did know, or turned a blind eye to, the facts making their company's conduct infringing.
- Proving what a director knew at the time can be difficult, and brand owners will need evidence of that knowledge to pursue individuals personally.
The businesses involved
Lifestyle Equities CV
A limited partnership that owns and licenses the Beverly Hills Polo Club trademarks. It brought infringement proceedings against a wholesale clothing company and its two directors.
The two directors (defendants)
The two sibling directors of Hornby Street, the wholesale clothing business found liable for using Santa Monica Polo Club branding found to infringe Lifestyle Equities' marks.
How we can help
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This page is for information purposes only and does not constitute trademark advice or guidance. Summary drafted with AI assistance from the published judgment and checked by The Trademark Helpline (how we write these). Judgment: [2024] UKSC 17 on Find Case Law, published under the Open Justice Licence. Company details from Companies House; trademark counts from the UK trademark register. Last reviewed 26 October 2026. Report an error.
