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Law of Commerce

Law of Commerce

explain the duties of directors of a corporation we else owes similar duties? what remedies area

available for the breaches of duties

The directors of a company are the key personnel that are responsible for the
management of the company. In most cases, the directors of the company work collectively as a

board in order to the chant the way forward as one sole entity. The articles of association give the
board of directors to delegate authority to individual directors as considered appropriate by the
company. The duties and responsibilities of directors are statutory duties with their legal
capacities in order to drive the company forward. The operations of the directors are closely
guarded by the company constitution to ensure that all their work is reasonable and has no
conflict of interest. In their duties, the directors exercise independent judgment and are not
obliged to accept benefits from third parties. The directors are responsible for drawing policy
initiatives for the company in accordance with the scope operations of the company.
In some instances, one or more directors can breach their duties as far as company
operations are concerned. However, the law provides for a variety of remedies in the event a
director breaches his duties by contravening his moral and legal authority. The remedies for
breach of duties include a court injunction or declaration and compensation where appropriate. In
the case where the company property is lost, the director can be ordered to restore the company
property or account for profits. In case of contract breach, rescission of the relevant contract can
be ordered to act as a remedy for the breach of duty. In extreme cases where the director portrays
gross violation of the company rules, the director can be dismissed and be replaced with other
responsible persons who can act with due diligence.


Cheeseman, H.R. (2012). Business Law 8 th Edition. Prentice Hall

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