Director Liability, Removal, and Share Capital Concepts in Corporate Law
Personal Liabilities of Company Directors
Directors face personal liabilities under the Companies Act, 2013 (or equivalent corporate statutes), primarily for breaches of fiduciary duties, negligence, fraud, and non-compliance with statutory obligations.
Key Areas of Director Liability
- Breach of Fiduciary Duty: Directors must act honestly in the company’s best interest; dishonest actions lead to personal liability for losses.
- Ultra Vires Acts: Exceeding powers defined in the Memorandum or Articles of
Understanding Legal Systems and Criminal Justice
What is Law?
Law is a set of rules created by a government to control behavior in society. It keeps people safe, resolves conflicts fairly, and protects rights. Breaking a law leads to consequences such as fines or jail. Example: Stopping at a red light prevents accidents.
What is Criminality?
Criminality is the act of breaking the law. These actions harm society as a whole, not just individuals. The government investigates and punishes crimes. Example: Stealing from a store is a crime against the
Read MoreCriminal Sentences: Structure, Consistency, and Res Judicata
Criminal Sentences: Definition and Function
Sentences always end the process. The Law of Criminal Procedure (LECrim) states that sentences are the resolutions that conclude the process and explicitly incorporate the Law.
Judgments are typically issued only in specific cases:
- To resolve an appeal.
- To resolve an appeal (repetition noted in original text).
In all other instances, the court issues orders.
Types of Criminal Sentences
Criminal sentences can have two statements:
- Acquittals: These sentences are
Business Law Foundations: Key Concepts and Vocabulary (Chapters 1-10)
Business Law Foundations: Chapters 1–10 Summary
Chapter 1: Legal & Constitutional Foundations
U.S. law originates from four primary sources: constitutional law (derived from federal or state constitutions), statutory law (laws passed by legislatures), administrative law (rules set by agencies like the EPA), and case law (judge-made law based on precedent). Common law relies on stare decisis to ensure consistency.
Substantive law defines rights, while procedural law enforces them. Civil law resolves
Read MoreCorporate Governance, CSR, and Shareholder Protection under Companies Act, 2013
Corporate Social Responsibility (CSR)
Meaning and Scope of Social Responsibilities
Social responsibility refers to the obligation of companies to act in ways that benefit society while conducting business operations. It involves going beyond mere profit-making to consider the welfare of employees, customers, society, and the environment.
Key Aspects of Social Responsibility Towards Stakeholders:
- Towards Shareholders: Ensure fair returns on investment, transparent disclosure, and good governance.
- Towards
Legal Personality and Representation in Civil Law: Articles 29-31
Legal Representation and Agency
Representation Without Power (Art. 1259)
Article 1259 establishes that one may act in the name of another without proper authorization or legal representation. A contract concluded on behalf of another person who lacks authorization or legal representation shall be void, unless the represented person ratifies it.
Self-Contracting by the Representative
Initially, this situation allowed a person with the capacity to manage two separate estates (or interests) to issue declarations
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