The High Court of Cassation and Justice has recently ruled that, in analysing tort liability, the causal link is not merely a liability prerequisite, but also a criterion for determining the extent of the obligation to remedy the damage.
In the specific case, a distribution business was sold to a buyer who, despite initially having made a certain price offer, a year later reduced it. The claimants sought damages consisting of the price difference.
According to the High Court, a mere price offer made more than a year before the conclusion of the transaction cannot, by itself, imply that it would be maintained and would lead to the transfer of shares at the initial price offer.
The Court has considered that the initial offer had not included objective criteria for the evaluation of the price, unlike the subsequent transfer agreement that specified the objective criterion on the basis of which the transfer price was negotiated.
In such a situation, there is no causal link between the unlawful act and the damage, since the causal link cannot be determined solely on the basis of the price offer relied upon by the plaintiff, the extent of the alleged damage itself being questionable, since it was assessed by them also in relation to that offer.
The High Court held that the damage claimed was not certain, its existence and extent being established on the basis of a difference between the price originally offered and the price reconsidered, the latter being the only objectively determined and verifiable price.