* Company Directors: Duties, Liabilities and Remedies 4th ed

Now in its fourth edition, this leading and comprehensive work focuses entirely on company directors, their duties and responsibilities, their liabilities when things go wrong, and the remedies to put things right. It does so by capturing in one place commentary and analysis of the law relating to company directors, most notably the Companies Act itself and the constantly maturing common law rules and equitable principles, but also the law relating to insolvency, insurance, pensions, taxation, financial services, disqualification and crime.

The latest edition incorporates legislative developments, such as the Corporate Insolvency and Governance Act 2020, which amended the Companies Act 2006. The book also analyses recent case law developments relating to company directors from the Supreme Court including; Burnden Holdings (UK) Ltd v Fielding, Singularis Holdings Ltd v Daiwa Capital Markets, Aquila Advisory Ltd v Faichney, Lau v Chu, Kathryn Ma Wai Fong v Wong Kie Yik, Hung v JF Ming Inc, Marex Financial Ltd v Sevilleja, Children's Investment Fund Foundation (UK) v Attorney General, and BTI 2014 LLC v Sequana SA.

This complete reference work, written by practitioners with acknowledged expertise in this field, is an essential reference source for all serious corporate lawyers and scholars.

table of content

1:Historical Introduction to the Law Relating to the Duties and Liabilities of Directors

2:The Current Legal Framework Relating to Directors

3:Directors and other Officers: Requirement and Definitions

4:Directors' Powers and Responsibilities

5:Directors' Decision Making and Delegation

6:Appointment of Directors

7:Termination of Appointment of Directors

8:Directors' Terms of Services

9:Taxation of Directors' Earnings and Benefits

10:General Duties of Directors

11:Duty to Act within Powers

12:Duty to Promote the Success of the Company

13:Duty to Exercise Independent Judgement

14:Duty to Exercise Reasonable Care, Skill, and Due Diligence

15:Duty to Avoid Conflicts of Interest

16:Duty Not to Accept Benefits from Third Parties

17:Duty to Declare Interest in Transaction or Arrangement

18:Transactions with Directors Requiring Approval of Members

19:The Company's Remedies for Breach of Directors' General Duties

20:Directors' Liabilities: Exemption, Indeminification, and Ratification

21:Directors' Liabilities: Provision

22:Members' Personal and Derivative Claims

23:Members' Unfair Prejudice Claims and Winding-Up Petitions

24:Liabilities of Directors to Third Parties

25:Decision-Making by Members

26:Accounting Records and Disclosure Requirements

27:Capital and Distributions

28:Reorganizations and Takeovers

29:Pension Schemes

30:The Regulatory Liability of Directors

31:Disqualification Proceedings

32:Civil Penalties for Market Abuse

33:Directors' Functions and Duties in Insolvency Proceedings

34:Directors' Liabilities in Insolvency Proceedings

35:Criminal Liability of Directors

36:Duties and Liabilities of Directors of Foreign Companies