Directors' duties with a particular focus on the Companies Act 2006

Abstract

Purpose

The purpose of this paper is to provide an easy‐to‐read article for academics, lawyers, directors and those advising directors, to be able to gain an appreciation of the duties that directors owe to their companies in light of the Companies Act 2006, the Corporate Manslaughter and Corporate Homicide Act, 2007 and the Bribery Act 2010.

Design/methodology/approach

Using a range of case law and statutory materials, as well as published works, including material from the Financial Reporting Council, the Institute of Directors and the Health and Safety Executive, the paper aims to provide practical advice (as opposed to merely academic listing) on directors' duties.

Findings

It has been noted that there are not enough resources which combine the three aspects of legislation that impact upon directors' duties.

Research limitations/implications

The paper focuses on directors' duties for private limited companies within the law relating to England and Wales, specifically the Companies Act 2006, the Corporate Manslaughter and Corporate Homicide Act, 2007 and the Bribery Act. The implications are that those wishing to conduct business outside of the UK would need to look elsewhere for guidance. Conversely, UK‐based businesses seeking to conduct business internationally will need to be aware of not just directors' duties but also the potential conduct of those authorised to act on behalf of directors abroad, particularly in the context of the Bribery Act 2010.

Practical implications

The paper is an easy‐to‐read, useful source of impartial information for academics, lawyers directors and those advising directors to gain an understanding of directors' duties under English law.

Originality/value

The paper brings together three different areas of legal practice into one, as they have a significant impact upon businesses and appear not to have been addressed previously in such a manner.

Citation

Ashraf, T. (2012), "Directors' duties with a particular focus on the Companies Act 2006", International Journal of Law and Management, Vol. 54 No. 2, pp. 125-140. https://doi.org/10.1108/17542431211208540

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