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Directorsí Powers and Duties
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Directorsí Powers and Duties

Price: $220.00
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Published May 2015 (LexisNexis)
ISBN: 9781927227985. Soft Cover.

Watts, Peter

Directors’ Powers and Duties second edition provides practitioners with a detailed treatment of the New Zealand law relating to directors’ powers and (civil law) duties, one of the most important and complex aspects of company law.

While New Zealand law in this area has some unique aspects, it shares its basic features with other common law jurisdictions, so this book draws heavily on Commonwealth case law, particularly that of Australia and England. It furnishes comparative insights on points of difference, and refers to leading academic commentary, including that from the United States. 

In the many areas where the law is unclear or contentious, Directors’ Powers and Duties comprehensively analyses the various options and attempts to provide clear solutions. It also supplies useful sketches of leading cases to illustrate the points of law in each section of the book.

Written by one of New Zealand's top scholars in company law, this second edition includes the latest developments in this important area of law since its last publication in 2009.

Peter Watts QC is a Professor of Law at The University of Auckland and an internationally respected expert in company law.


     Chapter 1.     Scope of the book
     Chapter 2.     Directors – definitions and status
     Chapter 3.     The division of powers between directors and shareholders
     Chapter 4.     The mechanics of the exercise of directional power
     Chapter 5.     Director’s duties – sources and beneficiaries
     Chapter 6.     Duty to act in the best interests of the company
     Chapter 7.     Liability for profiting
     Chapter 8.     Conflicts of interest
     Chapter 9.     The duties of care, diligence and skill, and of compliance with the Act and constitution
   Chapter 10.     Insolvency and directors’ duties
   Chapter 11.     Duties owed to shareholders and the duty to act for a proper purpose
   Chapter 12.     Ratification of directors’ breaches of duty
   Chapter 13.     Directors’ liability to third parties in tort, contract and equity

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