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Introduction to Company Law

Introduction to Company Law (2nd edn)

Paul Davies
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date: 25 September 2021

6. Centralized Management II

Directors’ Dutieslocked

6. Centralized Management II

Directors’ Dutieslocked

  • Paul DaviesPaul DaviesAllen & Overy Professor of Corporate Law, University of Oxford


Celebrated for their conceptual clarity, titles in the Clarendon Law Series offer concise, accessible overviews of major fields of law and legal thought. This chapter continues the analysis of the legal strategies available for the reduction of agency costs as between shareholders and the board in large companies with no controlling shareholder. It examines the law on ‘directors' duties’ as a whole due to its centrality in the structure of British company law. It covers duty of care, duty to promote the success of the company, duty to act within powers, duty not to accept benefits from third parties, and duty to exercise independent judgement.

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