:rilxr: Queen Nary University of LoMOn: ,late: 13 A«il 2013
s. Duties
8 Be careful not to spend time going Into IA1986, s, 214 in depth—its relevance here is in its overlap with duties to creditors
The developing state of the law relating to creditors is reflected in s. r7.3).11iis provides that the …75 duty has effect subject to ‘any enactment or role of law requiring &recto., M certain circumstances, to consider or act in the int..ts of creditors of the comp., allowing further development of these principles in the future.
To conclude, it remains the case that a director owes his duties to the company alone, other than in very limited circumstances where a direct duty to an Individual shareholder arises. However, In exercising the overriding duty to act in good faith to promote the roccess of the company. the benefit of the members, the director must mice into account all relevant matte., which will include the Interests of a range of stakeholders and other considerations. Section in thus provides important guidance to directors but does not give rise to a duty owed to anyone other than the company. Furthermore, since duties are enforceable by the company, any action taken in respect of any breach must be through the company, either through the directors or, more likely, the members Ina derivative action under CA 2.6, ss. 86o-4. This means that even If s. tyz is breached, action is unlikely, and even if a claim were brought successfully, any remedy would benefit the company rather than the aggrieved stakeholder.
The changes wrought by ..172 thus ..t change the law. terms of to whom the dull… owed but reflect a …gene…Rural change. recognizing wider interests and responsibilities.. This can also. seen in the sttategic report required under CA 2006, s. AIAA (other than for small companies), and a growing emphasis on corporate social responsibility. But the increasing awareness of the import.. of .rporate responsibility for both social and economic gain has not yet altered the fundamental legal p.ition that duties are to the company alone..
Quite how far ..r72 does this is a matter for debate that you could look at in mo. depth
10 This finishes off the essay by tying the conclusion back to the question itself
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