Company directors are under an obligation to comply with fiduciary duties and statutory duties. This webinar will focus on the directors duties as set out by the Companies Act 2006. It will cover the types of directors and provide an overview of their various duties, how to remain in compliance with these duties, and the consequences should they fail to do so and become in breach of a duty

1. Company directors are under an obligation to comply with fiduciary duties and
statutory duties. This webinar will focus on the directors duties as set out by the
Companies Act 2006. It will cover the types of directors and provide an overview of
their various duties, how to remain in compliance with these duties, and the
consequences should they fail to do so and become in breach of a duty.
There is a link at the end of this deck to the associated blog and webinar
recording.

3. Directors and their Duties: An Overview
 The Companies Act 2006
 Common Law
 Fiduciary Duties
 Other legislation

4. Company Officers – The Basics
 Shareholders
 Directors

5. The Types of Directors
 Executive Director
 Non-Executive Director
 De Jure Director
 De Facto Director
 Shadow Director

6. To Whom is the Duty Owed?
 The Company
 Derivative Action
 Separate Legal Relationships
 Insolvency

7. The General Duties
 Duty to act within powers (Section 171 CA 2006)
 Duty to promote the success of the company (Section 172 CA 2006)
 Duty to exercise independent judgment (Section 173 CA 2006)
 Duty to exercises reasonable care, skill and diligence (Section 174 CA 2006)
 Duty to avoid conflicts of interest (Section 175 CA 2006)
 Duty not to accept benefits from third parties (Section 176 CA 2006)
 Duty to declare an interest in a proposed transaction or arrangement (Section
177 CA 2006)

8. Other Duties
 Insolvency Acts
 Bribery Act 2010
 Tax, Employment, Health & Safety
 Business-specific legislation and regulations
 Accounting and Reporting

9. Breach
 Termination
 Disqualification
 Proceedings
 Derivative Actions

10. Remedies
 Damages
 Injunction
 Restoration of the company’s property
 Compensation

11. Relief
 Ratification
 Relief granted by court
 Indemnity
 Insurance

12. Questions

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