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Part III The General Duties of Directors, 18 Transactions With Directors Requiring Approval of Members

Stefanie Wilkins

From: Company Directors: Duties, Liabilities, and Remedies (4th Edition)

Edited By: Mark Arnold KC, Simon Mortimore KC

From: Oxford Legal Research Library (http://olrl.ouplaw.com). (c) Oxford University Press, 2023. All Rights Reserved.date: 23 July 2024

Subject(s):
Assignment of credit — Repayment of credit — Approved person — Conduct of business regulation — Regulated activities — Regulated persons

This chapter tackles the provisions in the Companies Act 2006 that underpin the duties of directors by requiring certain transactions with directors to be approved by the members. It also includes the right to inspect directors’ service contracts or memoranda of their terms. Section 188 of the Act requires the prior approval of members before a company enters into certain long-term service contracts, while Section 189 sets out the civil consequences if such approval is not obtained. The chapter discusses the loans, quasi-loans, credit transitions, and related arrangements of directors that need members' approval. The chapter also considers the special rules that apply to contracts with a sole member who is a director.

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