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Corporate Governance
Directors’ duties and responsibilities
- statutory and common law duties, Companies Act 2006
- contractual duties, restrictive covenants
- wrongful trading and misfeasance
- Company Directors’ Disqualification Act 1986 proceedings
Related party transactions
- management buyouts and other related party asset sales
- allotment of shares for non-cash consideration
- compliance with Companies Act and articles of association
Company secretarial advice and services
- Companies Act 2006 creates greater need to record/demonstrate compliance with directors’ duties
Corporate structures
Department of Trade investigations
- now Department for Business Enterprise and Regulatory Reform
- potentially very serious, criminal liability attaches for non-compliance
- often leads to business being wound-up in public interest