Company directors : principles of law and corporate governance / Ian Ramsay.

Chatswood, N.S.W. : LexisNexis, 2023.

2nd edition

200613

Corporation law -- Australia.

Directors of corporations -- Legal status, laws, etc. -- Australia.

Corporate governance -- Australia.

Part A: The board of directors and corporate governance; structure, powers and operation of the board of directors

1. Issues in corporate governance

2. The structure and operations of the board of directors

3. Directors and authority to act for a company

4. Remuneration of directors and termination benefits

Part B: The duties of directors

5. Introduction to directors' duties; who is subject to the fiduciary and statutory duties?

6. The duty to act with care and diligence and the duty not to fetter discretions

7. The duty to act in good faith in the best interests of the company and the duty to act for a proper purpose

8. The duty to avoid conflicts of interest and conflicts of duty; the duty not to misappropriate corporate property and opportunities

9. Insolvent trading and other circumstances where a director may be liable for the company's debts and other obligations

10. Duties in relation to meetings of members, financial reporting and continuous disclosure

11. Common directorships and nominee directors

12. Financial benefits to directors and other related parties of public companies

13. Insider trading

14. Concurrent liability of directors

15. Ratification of duties; insurance and indemnification; court exoneration; statutory validation of acts of directors

Part C: Remedies for breach of duty and enforcement

16. Remedies and penalties

17. Members' derivative litigation to enforce directors' duties.

Company Directors: Principles of Law and Corporate Governance is a detailed, scholarly and comprehensive analysis of corporate law and governance principles as they relate to Australian company directors. This major work of over 1300 pages is an invaluable addition to existing Australian corporate law knowledge, and is an essential resource for practising lawyers, company directors, company secretaries, inhouse counsel and academics, as well as those with an interest in company directors and corporate governance. Features: Written by authoritative expert in the field ; Long standing and established text in Australia ; Comprehensive and detailed analysis on corporate law and governance principles as they relate to company directors. - Publisher's website.

Previous edition 2005.

Includes bibliographical references and index.

9780409337884

ci, 1229 pages ; 25 cm