Free Publicity Materials
27 February 2009
Oxford University Press
246 x 171mm
Duties, Liabilities and Remedies, 1st edition
This is the first work specialising in directors' duties and liabilities to be written from the perspective of the Companies Act 2006. It focuses on issues of present day practical importance.
The work covers all issues relating to directors, from the requirement to have directors and their functions through to a discussion on their appointment and removal. The newly formulated directors' duties are discussed in detail.
There is full coverage of topical issues such as directors' terms of service and chapters dedicated to giving practical guidance on claims against directors by the company, members and during insolvency proceedings. Criminal proceedings are also considered as are liabilities of directors to third parties.
This major new work provides essential guidance for those advising directors, members and companies on the conduct of directors in the context of the new regime.
PART I: INTRODUCTIONChapter 1 Historical introduction by Simon Mortimore QC
Chapter 2 The Current Legislation Relating to Directors: Key Changes by Simon Mortimore QC.
PART II: THE OFFICE OF DIRECTORChapter 3 Directors and Other Officers: Requirement and Definitions by Adam Goodison
Chapter 4 Directors' Powers and Responsibilities by Adam Goodison
Chapter 5 Directors' Decision Making and Delegation by Adam Goodison & William Willson
Chapter 6 Appointment of Directors by Professor Sarah Worthington
Chapter 7 Termination of Appointment of Directors by Professor Sarah Worthington
Chapter 8 Directors' Terms of Service by Professor Sarah Worthington.
PART III: THE GENERAL DUTIES OF DIRECTORSChapter 9 Introductory by Tony Zacaroli QC, Mark Arnold & Marcus Haywood
Chapter 10 Fiduciary Duties by Tony Zacaroli QC, Mark Arnold & Marcus Haywood
Chapter 11 The Duty of Care by Tony Zacaroli QC, Mark Arnold & Marcus Haywood
Chapter 12 The Company's Remedies for Breach of Directors' General Duties by Tony Zacaroli QC, Mark Arnold & Marcus Haywood
Chapter 13 Provisions of the Companies Act Underpinning the Duties of Directors by Lloyd Tamlyn
Chapter 14 Directors' Liabilities: Exemption and Protection by Blair Leahy & Cary Kochberg
Chapter 15 Proceedings by Members Arising from Conduct of Directors by Glen Davis
Chapter 16 Obtaining the Authorisation, Approval or Ratification of the Company by Hannah Thornley.
PART IV: DIRECTORS' PARTICULAR FUNCTIONS AND DUTIESChapter 17 Accounting Records, Reports and Audit by Stephen Robins
Chapter 18 Capital and Distributions by Stephen Robins
Chapter 19 Arrangements, Reconstructions and Takeovers by Tom Smith
Chapter 20 Pension Schemes: Liabilities for Default by Henry Legge.
PART V: OTHER LIABILITIES OF DIRECTORSChapter 21 Liabilities of Directors to Third Parties by Lexa Hilliard
Chapter 22 Public Interest Proceedings Arising from Conduct of Directors by Glen Davis
Chapter 23 Claims Against Directors in Insolvency Proceedings by Barry Isaacs
Chapter 24 Criminal Proceedings Involving Directors by Clare Sibson.
PART VI: DIRECTORS OF FOREIGN COMPANIES
Chapter 25 Duties and Liabilities of Directors of Foreign Companies by Tom Smith.
About the Author
Simon Mortimore QC is a barrister at 3-4 South Square in London, specialising in insolvency law, banking, corporate and commercial law.