Tag Archives: Corporate law

What are statutory books?

Ben Ironmonger, company and commercial solicitor at Scott Bailey LLP, considers the importance of keeping properly maintained statutory books. Whatever industry your business is in, if you run a private limited company, you are required by the Companies Act 2006 (the “Act”) to maintain registers holding important information. A compliant set of registers will contain details of shareholders, share transfers, and officers (directors and secretaries) of the company. Many of these details may not be available via public registers such as Companies House. The various registers are usually referred to as “statutory books” (or “stat books”) and maintained by the company secretary or, if the company does not have a company secretary, then by a director or other person appointed to take responsibility for ensuring they are up to date. The statutory registers include the register of members, register of … Continue reading

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What are directors’ duties?

In this back to basics article, we take a brief look at directors’ duties. Whilst directors of companies have always had certain duties placed upon them, the Companies Act 2006 set out seven key duties owed by a director to its company:   (a)   Duty to act within your powers (s171) (b)   Duty to promote the success of the company (s172) (c)   Duty to exercise independent judgment (s173) (d)   Duty to exercise reasonable care, skill and diligence (s174) (e)   Duty to avoid conflicts of interest (s175) (f)    Duty not to accept benefits from third parties (s176) (g)   Duty to declare an interest in a proposed transaction or arrangement (s177) These duties are contained at Chapter 2 of the Companies Act 2006. Breach of directors’ duties Failure to uphold director’s duties will result in a breach by the director(s) concerned. Often … Continue reading

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