Abstract
This chapter examines the duties placed upon company directors. These include the duty to act within the company’s powers, to promote the success of the company, to exercise independent judgment, to exercise skill and care, and the various duties relating to conflicts of interest (such as the duty to avoid a conflict of interest, and the duty not to accept benefits from third parties). It describes the company transactions that require member approval and explains the limitation period for an action alleging breach of duty by a director. This chapter also considers the ways a director who is liable for breaching his duties may obtain relief from liability.
