Directors’ Duties – A Conclusion

General

Our blog series on directors’ duties has considered the duties under the former common law regime, the codified duties under the Companies Act 2006 (“CA 2006”), uncodified duties and other statutory obligations in other legislation.

Beyond the Companies Act 2006

Although the CA 2006 was introduced to reform the law on directors’ duties to make it clearer and more accessible for directors, it is important for directors to remember that not all of their duties are contained in one complete list to refer to.  The duties under the CA 2006 need to be considered alongside the uncodified duties which continue to apply to directors in addition to other statutory obligations.

It is apparent that the new regime under the CA 2006 does not merely represent a simple codification of the previous common law and there are many other duties which companies and their directors need to be aware of.

Conclusion

It is vital for individuals to ensure they understand their duties as directors to ensure they are fully conversant with the law.  Alongside directors knowing their duties, it is important for companies to have clear and robust procedures in place when it comes to decision making in order that the directors’ proper exercise of their duties is evidenced correctly to comply with the CA 2006.

If you would like further information regarding the topics discussed in this blog, please contact:

Calum Crighton:  ccrighton@gilsongray.co.uk / 01224 011687

Kim Anderson: kim.anderson@gilsongray.co.uk / 01224 011694