It is an offence for a person who has been

This preview shows page 109 - 111 out of 250 pages.

It is an offence for a person who has been disqualified under the CDDA 1986, to act as a director in disobedience of the disqualification order or his own undertaking. The punishment for the offence ranges from 6 months to 2 years imprisonment with or without fine – S. 13 CDDA 1986. The person is also liable personally (with the company) for any debts or liabilities incurred while acting as director when disqualified – s. 13 CDDA 1986. Download free eBooks at bookboon.com Click on the ad to read more American online LIGS University enroll by September 30th, 2014 and save up to 16% on the tuition! pay in 10 installments / 2 years Interactive Online education visit to find out more! is currently enrolling in the Interactive Online BBA, MBA, MSc, DBA and PhD programs: Note: LIGS University is not accredited by any nationally recognized accrediting agency listed by the US Secretary of Education. More info here.
Image of page 109

Subscribe to view the full document.

BUSINESS ORGANISATIONS AND AGENCY 433 COMPANY DIRECTORS 24.9 POWERS OF DIRECTORS The powers of directors are extensive. They have authority to manage their companies and in so doing exercise all its powers, Directors have the power to bind their companies both on their own merit and as their agents. 24.9.1 POWER TO MANAGE COMPANY AND EXERCISE ITS POWERS Article 3 of the Model Articles of Association of public companies (which is a standard clause in companies’ articles) 1 provides that: Subject to the articles, the directors are responsible for the management of the company’s business, for which purpose they may exercise all the powers of the company. Therefore, directors are free to manage a company as they see fit; however: Directors’ power of management is subject to their companies’ articles and resolutions passed by members; and Directors’ are subject to the duties imposed by the general law and the Companies’ Act 2006; and • Directors must exercise the powers conferred on them only for the purposes for which they were given and not for any other purpose – s. 171 CA 2006. Directors may exercise their powers personally or in delegation to fellow directors or other persons. For, example, the managing director is a delegate of the board of directors in the exercise of the powers of a chief executive (see article 5 of the Model articles). 24.9.2 DIRECTORS AS AGENTS Directors are agents of their companies. Accordingly, the companies, being the principals would be liable for the actions of directors done in the performance of their responsibilities. In this context, directors have both actual and ostensible authority. The actual authority of a director who has been officially appointed arises from the terms of his appointment or by implication from the office. Ostensible authority arises where someone has not been (validly) appointed as a director but has been held out as one by the company. In that situation, the person has authority to bind the company as its agent.
Image of page 110
Image of page 111
  • Fall '19
  • Corporation, Managing Partner

What students are saying

  • Left Quote Icon

    As a current student on this bumpy collegiate pathway, I stumbled upon Course Hero, where I can find study resources for nearly all my courses, get online help from tutors 24/7, and even share my old projects, papers, and lecture notes with other students.

    Student Picture

    Kiran Temple University Fox School of Business ‘17, Course Hero Intern

  • Left Quote Icon

    I cannot even describe how much Course Hero helped me this summer. It’s truly become something I can always rely on and help me. In the end, I was not only able to survive summer classes, but I was able to thrive thanks to Course Hero.

    Student Picture

    Dana University of Pennsylvania ‘17, Course Hero Intern

  • Left Quote Icon

    The ability to access any university’s resources through Course Hero proved invaluable in my case. I was behind on Tulane coursework and actually used UCLA’s materials to help me move forward and get everything together on time.

    Student Picture

    Jill Tulane University ‘16, Course Hero Intern

Ask Expert Tutors You can ask 0 bonus questions You can ask 0 questions (0 expire soon) You can ask 0 questions (will expire )
Answers in as fast as 15 minutes