Duties And Responsibilities Of Company Directors Managers And Other Officers
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Duties And Responsibilities Of Company Directors Managers And Other Officers
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Author :
language : en
Publisher:
Release Date : 1983
Duties And Responsibilities Of Company Directors Managers And Other Officers written by and has been published by this book supported file pdf, txt, epub, kindle and other format this book has been release on 1983 with Corporation law categories.
Representing Corporate Officers And Directors And Llc Managers Formerly Representing Corporate Officers Directors Managers And Trustees 3rd Edition
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Author : Lane
language : en
Publisher: Wolters Kluwer
Release Date : 2018-12-19
Representing Corporate Officers And Directors And Llc Managers Formerly Representing Corporate Officers Directors Managers And Trustees 3rd Edition written by Lane and has been published by Wolters Kluwer this book supported file pdf, txt, epub, kindle and other format this book has been release on 2018-12-19 with Corporate governance categories.
Representing Corporate Officers and Directors and LLC Managers, Third Edition (formerly titled Representing Corporate Officers, Directors, Managers, and Trustees) is a guide to the practical aspects of corporate governance for attorneys, corporate officers and directors, LLC managers, and trustees. Following the repercussions of past corporate and accounting scandals, new legislation, rules, and standards by governmental bodies and society have greatly increased the focus on the responsibilities and liabilities of directors, officers, managers, and trustees. Increased SEC oversight, new NYSE and NASDAQ listing standards, new cybersecurity compliance guidance, new fiduciary and other duties, and new criminal penalties have all changed the landscape for those who control corporations. By logically laying out the steps to safe corporate governance, the analysis, cases, tables, and checklists guide the veteran and neophyte alike. Representing Corporate Officers and Directors and LLC Managers tells you what to look for...what to look out for...and what steps to take to protect your corporate clients in today's harsh regulatory environment. It's the only up-to-date work of its kind to offer both in-depth analysis and practical guidance on key aspects of this critically important area. This updated Third Edition thoroughly covers: Directors' duties of care and loyalty-- including the different standards which have been imposed on directors regarding the duty of care...the duty of loyalty...the business judgment rule... when directors are entitled to rely on the advice of others...improperly influencing audits under the Sarbanes-Oxley Act... improper distributions...and more. Conflicts of interest--with examples of conflict of interest transactions, and discussion of loans to or by directors and officers...secret profits...and the duty to safeguard confidential or inside information-- plus, how certain transactions considered improper can be ratified and thus become legitimate. Federal securities laws--including everything from overviews of the laws, the SEC, and securities themselves-- to jurisdiction, pleading, remedies, and defenses in securities cases... criminal penalties...and attorneys' responsibilities regarding liability under Sarbanes-Oxley. Indemnification and insurance-- with discussion of mandatory and permissive indemnification and the scope of indemnification in various states... when a director may be indemnified even if not wholly successful in defense of an action...directors' and officers' liability insurance...types and extent of insurance coverage...tax law treatment...and exclusions. Tender offers--including antitakeover measures, two-tier and squeeze-out mergers, and golden parachute agreements, poison pill plans, and greenmail...potential liability in tender offers...and implementing mergers and acquisitions, with securities law, antitrust, tax, accounting, and labor law considerations.
Roles Of The Organs And Officers Of An Incorporated Company
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Author : Okechukwu Dominic Nwankwo
language : en
Publisher: GRIN Verlag
Release Date : 2016-10-11
Roles Of The Organs And Officers Of An Incorporated Company written by Okechukwu Dominic Nwankwo and has been published by GRIN Verlag this book supported file pdf, txt, epub, kindle and other format this book has been release on 2016-10-11 with Business & Economics categories.
Project Report from the year 2016 in the subject Business economics - Business Management, Corporate Governance, , course: LAW, language: English, abstract: This is a research work on the “roles of the organs and officers of an incorporated company”. In it, the organs are identified as the General Meeting (shareholders), and the Board of Directors, while the officers are identified as the directors, secretary, auditor, legal adviser. The company’s organs take the key critical resolutions cum decisions that sway the company for better or worse. And these resolutions cum decision are implemented through corporate management or governance by the officers of the company. As legal personality, the company has a separate existence from the founders. Yet it is operated by human beings. The company functions through its Memorandum and Articles of Association, which can be altered through resolution passed by the majority of the company members at the General Meeting. Similarly, the company’s performance is also regulated by other statutory law, for example the Companies and Allied Matters Act, otherwise known as CAMA. Most of the company’s officers are appointed by the Board of Directors. However, this is subject to confirmation at the General Meeting. Consequently, as a going concern/business, the company is prosperous when there is a healthy relationship between the organs, and officers, and particularly between the General Meeting (Shareholders), and the Board of Directors. Though the General Meeting works by the resolutions passed by the majority members, yet there are exceptions to this when the court enforces an individual member(s) action against the majority’s decisions. This is an exception to the rule in Foss V Harbottle. The aim is to check fraud and ultra vires activities in the company. To be valid, an officer’s acts shall be done in good faith, diligently, and with care; and the company shall hold the officer liable for such acts. Essentially, the common law held the view that company’s officers owed their services to the company only, and not individual shareholders. However, this position has been rejected by the modern company practice and knowledge. Hence, the roles of the contemporary company officers have been enlarged to embrace serving the company which employees them, the individuals shareholders under relevant circumstances, as well as the generality of the public that benefits or is affected by the activities of the company. Fundamentally, company practices in Nigeria are bedeviled by the apathy of the stakeholders in corporate governances, except when there is a selfis
Representing Corporate Officers Directors Managers And Trustees
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Author : Marc J. Lane
language : en
Publisher: Wolters Kluwer
Release Date : 2010-09-17
Representing Corporate Officers Directors Managers And Trustees written by Marc J. Lane and has been published by Wolters Kluwer this book supported file pdf, txt, epub, kindle and other format this book has been release on 2010-09-17 with Law categories.
As a result of numerous recent corporate and accounting scandals, corporate officers, directors, managers, and trustees now face a host of new problemsand—ranging from a blizzard of new legislation, rules, and responsibilitiesand—to increased SEC oversight, new NYSE and NASDAQ listing standards, new fiduciary and other duties, and crushing new criminal penalties. Representing Corporate Officers, Directors, Managers, and Trustees tells you what to look for...what to look out for...and what steps to take to protect your corporate clients in todayand’s harsh regulatory environment. Itand’s the only up-to-date work of its kind to offer both in-depth analysis and practical guidance on every key aspect of this critically important area. This completely updated Second Edition thoroughly covers: Directorsand’ duty of careand— including the different standards which have been imposed on directors regarding the duty of care...the duty of loyalty...the business judgment rule... when directors are entitled to rely on the advice of others...improperly influencing audits under the Sarbanes-Oxley Act... improper distributions...and more. Conflicts of interestand—with examples of conflict of interest transactions, and discussion of loans to or by directors and officers...secret profits...and the duty to safeguard confidential or inside informationand— plus, how certain transactions considered improper can be ratified and thus become legitimate. Federal securities lawsand—including everything from overviews of the laws, the SEC, and securities themselvesand— to jurisdiction, pleading, remedies, and defenses in securities cases... the new criminal penalties...and attorneysand’ responsibilities regarding liability under Sarbanes-Oxley. Indemnification and insuranceand— with discussion of mandatory and permissive indemnification and the scope of indemnification in various states... when a director may be indemnified even if not wholly successful in defense of anaction...directorsand’ and officersand’ liability insurance...types and extent of insurance coverage...tax law treatment...and exclusions. Tender offersand—including antitakeover measures, two-tier and squeeze-out mergers, and golden parachute agreements, poison pill plans, and greenmail...potential liability in tender offers...and implementing mergers and acquisitions, with securities law, antitrust, tax, accounting, and labor law considerations.
Duties And Responsibilities Of Directors And Officers
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Author : Robert Baxt
language : en
Publisher: AICD
Release Date : 2005
Duties And Responsibilities Of Directors And Officers written by Robert Baxt and has been published by AICD this book supported file pdf, txt, epub, kindle and other format this book has been release on 2005 with Corporate governance categories.
"This work covers the most important aspects of a director's duties and responsibilities." --p. ix.
Duties And Responsibilities Of Company Directors Officers
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Author : Robert Baxt
language : en
Publisher:
Release Date : 1995
Duties And Responsibilities Of Company Directors Officers written by Robert Baxt and has been published by this book supported file pdf, txt, epub, kindle and other format this book has been release on 1995 with Corporation secretaries categories.
Duties And Responsibilities Of Company Directors And Officers
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Author : Bob Baxt
language : en
Publisher:
Release Date : 1999
Duties And Responsibilities Of Company Directors And Officers written by Bob Baxt and has been published by this book supported file pdf, txt, epub, kindle and other format this book has been release on 1999 with Directors of corporations categories.
Directors And Officers Liability Insurance
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Author : Adolfo Paolini
language : en
Publisher: Taylor & Francis
Release Date : 2020-11-25
Directors And Officers Liability Insurance written by Adolfo Paolini and has been published by Taylor & Francis this book supported file pdf, txt, epub, kindle and other format this book has been release on 2020-11-25 with Law categories.
“With the ever increasing number of claims against directors and officers, this book provides a very welcome addition to the bookshelves which hitherto have lacked books on this important area” - Alison Green, Chairman of the Trustees of the BILA Charitable Trust. This book scrutinises the origins and the rationale underlying D&O insurance, and provides answers to the question of protecting directors against the potential liabilities they may face. It provides clear understanding about D&O policies wording, exclusions and issues of misrepresentation. The information contained in this new book includes Nature and Legality of D&O Liability Insurance, D&O Exclusions, Directors’ and Officers’ Liability to Third Parties, Directors’ Liability at Civil Law, D&O: Defence Costs Cover and Allocation, Aggregation Principles and D&O Cover and the Reinsurance of D&O Policies.
The Director S Handbook
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Author : Institute of Directors
language : en
Publisher: Kogan Page Publishers
Release Date : 2007
The Director S Handbook written by Institute of Directors and has been published by Kogan Page Publishers this book supported file pdf, txt, epub, kindle and other format this book has been release on 2007 with Business & Economics categories.
The Director's Handbook, first published in 2005, filled a gap in the market by providing a practical guide to key issues facing board directors and senior business decision-makers. Now, with far-reaching changes in directors' duties and other principles of company law, this new edition updates and explains the laws which affect the way every director does their job.It deals with all aspects of a company director's role, duties, responsibilities and liabilities within the context of the current law and good practice. Written by leading experts and fully supported by research findings, it also contains case studies (named or unnamed) from companies of varying size and sector.The Director's Handbook is the essential reference and source of advice for all new and existing directors, as well as those who aspire to this position.
Company Law In East Asia
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Author : Roman Tomasic
language : en
Publisher: Routledge
Release Date : 2018-08-13
Company Law In East Asia written by Roman Tomasic and has been published by Routledge this book supported file pdf, txt, epub, kindle and other format this book has been release on 2018-08-13 with Law categories.
First published in 1999, this volume provides an overview of company laws in South East Asia, North East Asia and the Pacific. The chapters adopt a standard format to allow for comparisons to be made as well as highlighting key features of company laws in each jurisdiction. The contributors are experts in their fields and present practical and policy related insights. The book also contains some useful overviews of company law themes in Asia.