Company Directors' Liability and Creditor Protection

This book provides an analytical exposition of the law concerning directors’ liability for the losses sustained by their companies’ creditors, when the directors’ companies are in financial distress or become insolvent. It is a detailed one-stop resource for obtaining a good understanding of the law which has developed from legislation and case law. In particular, there is a detailed consideration of what needs to be proved, what defences there are, and what might be the issues of concern for all parties.

A doctrinal method is adopted and there is extensive analysis of the relevant legislation and case law. Rather than merely referring to cases to support propositions the discussion considers many of the cases in context and in depth and their relevance to the aim of the book. The book also endeavours to provide views, in a practical way, on aspects of the law and it identifies problems and how they may be addressed.

Of interest to legal practitioners and insolvency practitioners alike, the book will in addition be useful to directors, government officials and academics.

table of content

Part A: Introduction

 

1. Background

 

2. Directors

 

3. Creditors

 

4. Claimants and Actions

Part B: Fraudulent Trading

 

5. Background and Aim

 

6. Fraudulent Trading: The Provision and its Scope

 

7. Intent to Defraud and Fraudulent Purpose

Part C: Wrongful Trading

 

8. Wrongful Trading: Background, Aims and Rationale

 

9. An Exposition of the Wrongful Trading Provision and Its Scope

 

10. The Wrongful Trading Defence

 

11. Relief From Liability

Part D: The Obligation to Consider the Interests of Creditors

 

12. The Development of the Obligation

 

13. The Nature of and Rationale for the Obligation

 

14. When Does the Obligation Arise?

 

15. Complying With the Obligation

 

16. Commencing Proceedings and Determining Liability

 

17. Relief From Liability

Part E: Diminution of Company Funds

 

18. Unlawful Distributions