company law

In Re Lands Allotment and JJ Harrison (Properties ) Ltd v Harrision , confirming that a Director holds the proceeds made from a breach of fiduciary duty as constructive trustee . A `conflict transaction ' entered into by a Director is void able at the company

Now it needs to discuss Companies Act 2006 . One of the core objectives of the Companies Act 2006 was the change of the rights of minority shareholders and to make directors more liable to the shareholders they represent . However , if they fail in their duties , the introduction of enhanced rights

for a shareholder at present means that they can take definite action against them . The Act makes a range of significant changes to shareholder rights , which thread through the different areas that the Act covers . Now the Companies will be allowed to check on whether or not the beneficial owner wishes to retain information rights on an annual basis . Any failure to respond to such a check within 28 days will mean that the company can assume that the rights have lapsed

For the first time , all the duties owed by directors to their company have been set out in statute , in Part 10 (ss .170-177 ) of the new Act The general duties are duty to act within powers , duty to promote the success of the company , duty to exercise reasonable care , skill and diligence , duty to exercise independent judgment , duty to avoid conflicts of interest , duty to declare interest in proposed transaction or agreement , and duty not to accept benefits from third benefits etc if they do not follow this section minority shareholders can take action against directors . So it can be said , that the rights of minority shareholders have been improved by the enactment of the Companies Act 2006

Before attempt to discuss Directors Duty it...