Opinion of the Advocate General — ECLI:EU:C:2026:158
Date: 2026-03-05
Language of the case: French

Summary C-158/25 – 1 
Case C-158/25 
Summary of the request for a preliminary ruling pursuant to Article 98(1) of 
the Rules of Procedure of the Court of Justice 
Date lodged: 
21 February 2025 
Referring court: 
Cour de cassation du Grand-Duché de Luxembourg (Luxembourg) 
Date of the decision to refer: 
20 February 2025 
Appellant: 
QJ 
Respondents: 
Administration de l’enregistrement, des domaines et de la TVA 
État du Grand-duché de Luxembourg 
  
1. Subject matter of the main proceedings: 
1 Taxation, appeal on a point of law against a judgment ordering a manager to pay 
the VAT owed by his company on the basis of his joint and several liability. 
2. Succinct presentation of the facts and procedure in the main 
proceedings: 
2 On 17 March 2018, the Administration de l’enregistrement, des domaines et de la 
TVA (the Registration, Land and VAT Authority, Luxembourg; ‘the AEDT’), 
issued two ex officio tax assessments, one for 2014 and the other for 2015 and 
2016, to VN, a company which, from 22 April 2013 to 15 February 2019, was 
managed by QJ. VN filed an objection to those tax assessments, which was 
rejected as inadmissible for being out of time. 
3 No payment having been received for the amounts demanded, the AEDT issued a 
bulletin d’appel en garantie (‘guarantee call’) to QJ, requiring him, in his capacity 
EN 
SUMMARY OF THE REQUEST FOR A PRELIMINARY RULING – CASE C-158/25 
 
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as manager responsible for the day-to-day management of VN between 2013 and 
2019, to pay the amounts owed for the years 2014 to 2016. 
4 QJ’s objection to the guarantee call was rejected by the Director of the AEDT, 
leading QJ to bring an action before the Tribunal d’arrondissement de 
Luxembourg (District Court, Luxembourg), which dismissed his action and 
upheld the decision of the Director of the AEDT. 
5 That judgment was confirmed by a judgment of the Cour d’appel du Grand-Duché 
de Luxembourg (Court of Appeal of the Grand Duchy of Luxembourg; ‘the Court 
of Appeal’), which is the subject of the appeal now under consideration by the 
Cour de cassation du Grand-Duché de Luxembourg (Court of Cassation of the 
Grand Duchy of Luxembourg), concerning, in essence, the right to an effective 
remedy of an individual called upon to guarantee payment of the VAT owed by 
the company which he or she manages. 
3. Provisions relied on: 
European Union law 
Charter of Fundamental Rights of the European Union (‘the Charter’) 
6 Article 47 of the Charter, entitled ‘Right to an effective remedy and to a fair trial’, 
provides: 
‘Everyone whose rights and freedoms guaranteed by the law of the Union are 
violated has the right to an effective remedy before a tribunal in compliance with 
the conditions laid down in this Article. 
Everyone is entitled to a fair and public hearing within a reasonable time by an 
independent and impartial tribunal previously established by law. Everyone shall 
have the possibility of being advised, defended and represented. 
Legal aid shall be made available to those who lack sufficient resources in so far 
as such aid is necessary to ensure effective access to justice.’ 
7 Article 51 of the Charter, which is entitled ‘Field of application’, provides, in 
paragraph 1: 
‘1. The provisions of this Charter are addressed to the institutions, bodies, offices 
and agencies of the Union with due regard for the principle of subsidiarity and to 
the Member States only when they are implementing Union law. They shall 
therefore respect the rights, observe the principles and promote the application 
thereof in accordance with their respective powers and respecting the limits of the 
powers of the Union as conferred on it in the Treaties.’ 
AEDT AND ÉTAT DU GRAND-DUCHÉ DE LUXEMBOURG 
 
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Luxembourg law 
Loi modifiée du 12 février 1979 concernant la taxe sur la valeur ajoutée 
(Amended Law of 12 February 1979 on Value Added Tax; ‘the Law on VAT’) 
8 Article 67-1 of the Law on VAT provides: 
‘Managing directors, managers and any de jure or de facto directors responsible 
for the day-to-day management of the persons liable to pay value added tax are 
required to ensure that the legal obligations laid down by this law are complied 
with, and in particular that value added tax due is paid from the financial 
resources which they are responsible for managing.’ 
9 Article 67-2 of the Law on VAT provides: 
‘Managing directors, managers and any de jure or de facto directors responsible 
for day-to-day management are personally and jointly and severally liable for the 
payment of value added tax due where, as a result of their failure to discharge the 
legal obligations incumbent on them, the legal obligations imposed by this law on 
the persons liable to pay value added tax that they manage have not been complied 
with or the VAT due has not been paid from the financial resources which they 
are responsible for managing.’ 
10 The first paragraph of Article 67-3 of the Law on VAT provides: 
‘In the event of failure to discharge the legal obligations incumbent on managing 
directors, managers and any de jure or de facto directors responsible for day-to-
day management, the Director of the Registration and Land Authority or his or her 
representative may issue a guarantee call decision against such persons. That 
decision confers on the administration the right to recover from those persons the 
value added tax owed by the persons liable for payment of value added tax.’ 
4. The position of the parties: 
Arguments put forward by QJ before the Court of Appeal 
11 In his appeal, QJ had put forward a ground of appeal based, inter alia, on an 
infringement of Article 47 of the Charter. 
12 He had argued that he had not been notified of the decision rejecting the objection 
filed by VN, nor of the ex officio tax assessments issued to VN, meaning that no 
time limit on his ability to file an objection had begun to run and he was entitled 
to rely on any grounds which he considered appropriate in relation to those tax 
assessments. He claimed, in particular, that, as a person called upon to guarantee 
payment of the ex officio tax assessments issued to the company of which he had 
been the director, he was entitled to file a third-party objection which was 
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admissible because those tax assessments, which he considered to be inaccurate, 
had not been notified to him personally. 
13 Relying on the judgment of 9 September 2021, Adler Real Estate and Others 
(C-546/18, EU:C:2021:711), he asserted that any other solution would be 
incompatible with, inter alia, the provisions of the Charter which require that 
everyone be personally granted the opportunity to exercise his or her rights and to 
participate in proceedings. 
14 He therefore requested the Court of Appeal to make a reference to the Court of 
Justice for a preliminary ruling on the compatibility, with Articles 47 and 48 of 
the Charter, of the procedure in Luxembourg for the correction of a VAT return in 
the context of ex officio taxation. 
Assessment by the Court of Appeal 
15 The Court of Appeal dismissed the ground of appeal alleging infringement of the 
Charter and rejected as inadmissible the request that a reference be made to the 
Court of Justice for a preliminary ruling. 
16 It recalled that, under Article 51 of the Charter, the Charter provisions are 
addressed to the institutions, bodies, offices and agencies of the European Union 
with due regard for the principle of subsidiarity and to the Member States only 
when they are implementing EU law. In its view, neither the procedure laid down 
in Article 67-1 et seq. of the Law on VAT nor the procedure for ex officio taxation 
provided for by the Abgabenordnung (amended General Law on Tax of 22 May 
1931) constitutes a source of EU law. Furthermore, as a third party to VN’s ex 
officio taxation procedure, QJ is not entitled to rely on any infringements of 
fundamental rights committed in the context of that procedure. 
17 The Court of Appeal pointed out that QJ was not the taxable person for VAT 
purposes, meaning that the AEDT was not required to notify him of the ex officio 
tax assessments issued to VN or to involve him in his personal capacity in the ex 
officio taxation procedure, in which he had had the opportunity to participate in 
his capacity as manager. 
18 It also found there was no provision of Luxembourg law allowing the person 
against whom a guarantee call is issued to object to the ex officio tax assessment 
of the principal taxable person and that, in the absence of an admissible and well-
founded objection, the ex officio tax assessment acquires the force of res judicata 
and can no longer be challenged by the manager against whom the guarantee call 
is issued in proceedings to enforce payment against him or her. 
19 Consequently, since VN had not filed an objection in good time, the ex officio tax 
assessments became final, leaving both VN and QJ unable to challenge the 
amounts set out in the contested ex officio tax assessments. 
AEDT AND ÉTAT DU GRAND-DUCHÉ DE LUXEMBOURG 
 
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Arguments put forward by QJ before the Court of Cassation of the Grand 
Duchy of Luxembourg 
20 QJ complains that the Court of Appeal rejected his ground of appeal alleging 
infringement of the Charter despite the fact that, according to EU case-law, 
national provisions governing the application of common rules, including the 
common system of VAT, form part of the ‘implementation of [EU] law’, meaning 
that the provisions of the Charter apply, including Article 47 thereof pursuant to 
which a person whom the authorities require to guarantee a taxable person’s 
obligation must be recognised as having the right to challenge the validity of an ex 
officio tax assessment and to contest the lawfulness of the authorities’ decision to 
implement that taxation. 
21 He considers that the contested judgment therefore infringes Article 47 of the 
Charter as interpreted by the Court of Justice (see, for example, judgment of 
9 September 2021, Adler Real Estate and Others, C-546/18, EU:C:2021:711). 
Reasons for the request for a preliminary ruling 
22 The Court of Cassation of the Grand Duchy of Luxembourg recalls that, under 
Article 51(1) of the Charter, the provisions of the Charter apply to the Member 
States when they are implementing EU law. 
23 It notes that QJ is accused of failing to discharge the legal obligations in relation 
to VAT, which he was required to do in his capacity as director responsible for the 
day-to-day management of VN. 
24 It recalls that, according to the Court of Justice, it follows from Council Directive 
2006/112/EC of 28 November 2006 on the common system of value added tax 
(OJ 2006 L 347, p. 1) and from the Treaty on European Union that every Member 
State is under an obligation to take all legislative and administrative measures 
appropriate for ensuring collection of all the VAT due on its territory and for 
preventing evasion (judgment of 26 February 2013, Åkerberg Fransson, 
C-617/10, EU:C:2013:105, paragraph 25). 
25 It observes that, in that judgment and in others, the Court of Justice held that 
certain aspects of national procedural law applicable in the field of VAT relate to 
the pursuit of the objectives thus defined and therefore fall within the 
implementation of EU law, meaning that the Charter, and in particular Article 47 
thereof, applies. It considers that that case-law could apply to a mechanism under 
which company directors are jointly and severally liable for the payment of the 
VAT owed by the taxpaying company in the event of failure to discharge their 
obligations, and that it is appropriate to ask the Court of Justice about that point. 
26 In its view, if the question of the applicability of Article 47 of the Charter is 
answered in the affirmative, the question will also arise as to whether it is possible 
for those directors to challenge, indirectly, in the context of an action available to 
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them under national law against the administrative act establishing their joint and 
several liability, the ex officio tax assessment previously issued to the company 
and to which the company did not file an objection in good time. 
27 It considers it necessary in that regard to determine whether, and if so under what 
conditions, it is possible to apply to disputes concerning guarantee calls made on 
company directors the approach adopted by the Court of Justice – in respect of 
criminal law decisions – in its judgment of 9 September 2021, Adler Real Estate 
and Others (C-546/18, EU:C:2021:711). 
28 More specifically, it is a question of whether Article 47 of the Charter precludes 
the situation where a company director who is the subject of an administrative act 
finding him jointly and severally liable for the payment of the VAT owed by the 
company which he runs on account of his failure to discharge his obligations as a 
director is not able to challenge, indirectly, the ex officio tax assessment issued to 
that company or rely on any infringements of fundamental rights committed in the 
context of the directed ex officio taxation procedure, nor even to request to be 
provided with that assessment in person or be personally involved in the ex officio 
taxation procedure. 
5. Questions referred for a preliminary ruling: 
29 The Court of Cassation of the Grand Duchy of Luxembourg refers the following 
questions to the Court of Justice for a preliminary ruling pursuant to the third 
paragraph of Article 267 TFEU: 
‘1. Does the Charter of Fundamental Rights of the European Union, and in 
particular Article 47 thereof, apply, in the light of the criteria in Article 51(1) of 
the Charter, to the regulation, by national legislation, of the joint and several 
liability of company directors, on account of the failure to discharge their 
obligations, for payment of the VAT owed by the company which they run? 
2. If the answer to the first question is in the affirmative, is Article 47 of the 
Charter to be interpreted as conferring on directors who are the subject of a 
guarantee call the ability to challenge, indirectly, in the context of an action 
available to them under national law against the administrative act establishing 
their joint and several liability, the ex officio VAT assessment previously issued to 
the company and to which the company did not file an objection in good time? 
3. If the answer to the second question is in the affirmative, is Article 47 of the 
Charter to be interpreted as limiting the grounds on which directors may rely in 
the context of an indirect challenge to the ex officio tax assessment issued to the 
taxable company or as encompassing all grounds, including those relating to the 
determination of the VAT liability, such as the findings of fact which led to the ex 
officio administrative tax decision issued against the taxable company, and purely 
personal grounds, such as possible infringements of fundamental rights committed 
in respect of those directors in the context of the ex officio tax procedure?’