Boardroom Thinking and Uncertainty. We are in a period or massive upheaval within the UK economy and in the world generally. Globally it is not just the economy that is in turmoil, but also International relations due to the war in Ukraine and USA-China tensions over Taiwan. The latter made worse by the global shortage… Read more »
The Companies Act 1985 made it illegal for any UK company, or any of its subsidiaries, to give any form or Financial Assistance (loans, gifts, guarantees or any other form of security), directly or indirectly, for the purpose of purchasing shares in itself at the time of the acquisition, or in the period following the… Read more »
Director Advice Strategic Planning and Coaching Highly Effective Boards have very strong strategic planning skills. The latest research has overwhelmingly concluded that a sound strategy with a strong implementation approach is essential to sustainable success. Not surprisingly many of the elements necessary for the successful coaching and development of Directors and Senior Managers are also… Read more »
The majority of planned corporate “Exits” by Owner Directors since April 2020, have been via EOTs, Employee Owned Trusts, which potentially are subject a 0% Capital Gains Tax Rate. Before April 2020, subject to meeting certain criteria, directors and shareholders could sell their shares and take advantage of the Entrepreneurs Capital Gains Tax Rate of… Read more »
The Professional Directors Association received an email on 3 August from Dr Roger Barker, the Director of Policy and Governance at the Institute of Directors. In that email he wrote, “I have been asked to contact you by the IoD Director General” and later wrote, “The IoD is concerned about the apparent similarity of the… Read more »
Introduction These are difficult times, most staff are feeling isolated from their friends, family and their workplace colleagues. They miss their colleagues, the workplace banter and the normally constant reassurance as to their fit and importance to the organisation. They are feeling anxious about their future, both health-wise and job-wise. It is of paramount importance… Read more »
Legally, according to the CA2006, NEDs and Executive Directors have exactly the same powers and duties. This is because the CA2006 defines a director as anyone fulfilling the role of a director, howsoever named. This broad definition is why Shadow Directors and De Facto Directors are classified as directors and hence in the event of… Read more »
Board Directors must by law participate fully in Board discussions. You have to “exercise Independent Judgement” under s173 of the CA2006 (Companies Act). You must also “exercise Reasonable Care, Skill and Diligence”, under s174 of the CA2006. You can only fulfil your S173 and s174 duties, if you pay proper attention to the subject being… Read more »
If a company is deemed to be Wrongfully Trading and goes into administration or liquidation, the directors would incur personal liabilities. Even where dishonesty is not involved. Wrongful Trading is placing orders with no reasonable expectation of being able to pay for them when the bills fall due. This also applies to taking customers deposits… Read more »
The 20 day Moratorium process under the 2020 Corporate Insolvency and Governance Act, CIGA 2020, protects the company from new legal recovery actions by creditors. It can easily be extended for an extra 20 days. It leaves the board in control, subject to an independent Monitor. Previously such protection required passing control to an administrator… Read more »
