Introduction These are difficult times, most staff are feeling isolated from their friends, family and their workplace colleagues. They miss their colleagues, the workplace banter and the normally constant reassurance as to their fit and importance to the organisation. They are feeling anxious about their future, both health-wise and job-wise. It is of paramount importance… Read more »
Legally, according to the CA2006, NEDs and Executive Directors have exactly the same powers and duties. This is because the CA2006 defines a director as anyone fulfilling the role of a director, howsoever named. This broad definition is why Shadow Directors and De Facto Directors are classified as directors and hence in the event of… Read more »
Board Directors must by law participate fully in Board discussions. You have to “exercise Independent Judgement” under s173 of the CA2006 (Companies Act). You must also “exercise Reasonable Care, Skill and Diligence”, under s174 of the CA2006. You can only fulfil your S173 and s174 duties, if you pay proper attention to the subject being… Read more »
If a company is deemed to be Wrongfully Trading and goes into administration or liquidation, the directors would incur personal liabilities. Even where dishonesty is not involved. Wrongful Trading is placing orders with no reasonable expectation of being able to pay for them when the bills fall due. This also applies to taking customers deposits… Read more »
The 20 day Moratorium process under the 2020 Corporate Insolvency and Governance Act, CIGA 2020, protects the company from new legal recovery actions by creditors. It can easily be extended for an extra 20 days. It leaves the board in control, subject to an independent Monitor. Previously such protection required passing control to an administrator… Read more »
Everything you could want or need; all in one place This is a round up and signposting of globally recognised reference sources of good corporate governance and ideas, to improve or expand your corporate governance practices. Each section consists of the heading, an explanatory introduction and a link, which is also the heading, to a… Read more »
During the period of fear, uncertainty and doubt created by the Corona virus the taxman took the opportunity to savagely and surreptitiously cut one of the most useful tax breaks for entrepreneurs and other significant shareholders. Previously, subject to meeting certain criteria, directors and shareholders could sell their shares and take advantage of the Entrepreneurs… Read more »
Leadership is about inspiring and motivating groups of people to achieve their best. To achieve this it is essential for directors to first create a trusting environment where people are not afraid to admit to and acknowledge mistakes and shortcomings. Team performance can often be changed for the better or for the worse, simply by… Read more »
Share Buybacks A Review for Directors This article is aimed at directors and board of directors, it is an overview share buybacks. It has also been published, in August 2020, on the Institute of Directors’ (IoD) website as a lead article their Governance section. Share buybacks are huge in the USA. They totalled $800bn per… Read more »
Directors of large companies must explain in their Strategic Report and on their website; how the board of directors of have fulfilled their CA2006 S172 duties to promote the success of the company for the benefit of the members as a whole, taking into account the interests of all the other stakeholders and the long… Read more »
