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Vol 21 No 10 Oct/Nov 2016

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This book is now Out of Print.
A new edition is due, details can be seen here:
Directors Duties 3rd ed isbn 9781784732219

Directors Duties 2nd ed


ISBN13: 9781846618260
New Edition ISBN: 9781784732219
Previous Edition ISBN: 9781846611490
Published: January 2014
Publisher: Jordan Publishing Ltd
Country of Publication: UK
Format: Hardback
Price: Out of print



Directors’ Duties provides an analysis of the general duties of directors contained in Chapter 2, Part 10 of the Companies Act 2006.

The new edition is completely updated to include:-

  • A new part on what might constitute a breach of s 172(1) with consideration of relevant cases
  • Expanded chapter dealing with the duty to take into account the interests of creditors (s 172(3)) and consideration of how directors are to discharge their duty
  • More on remedies in light of the decisions of the Court of Appeal in Sinclair Investments v Versailles Trade Finance and FHR European Ventures LLP v Mankarious
  • Expansion of the discussion on ‘good faith’ in relation to s 172(1)
  • Court of Appeal decision in O’Donnell v Shanahan dealing with corporate opportunities
  • Recent cases dealing with derivative actions
  • Australian case of ASIC v Healey and its impact on the duty of care
  • Discussion of de facto and shadow directors in light of recent decisions
  • Bell Group v Westpac Banking litigation as far as the proper purposes duty is concerned
  • Consideration of bribes in light of the decision in Sinclair Investments v Versailles Trade Finance

Subjects:
Company Law
Contents:
Introduction
Directors: Background and Role
Directors in the Corporate Governance Process
Codification of Duties
Duty to Act with Powers
Duty to Promote the Success of the Company
Duty to Exercise Independent Judgment
Duty of Care, Skill and Diligence
Duty to Avoid Conflicts
Duty not to Accept Benefits
Duty to Declare Interests
Duty to Consider the Interests of Creditors
Derivative Proceedings
Consequences of Breach (including relief)
Ratification of Breaches of Duty
Judicial Excusing of Breaches