Author(s)

Xiaofan Meng

Corresponding Author

Xiaofan Meng

Abstract

In the traditional British judicial system, no unified statute has been enacted to clarify directors’ duties until 2006, based on the idea that the codification of directors’ duties can better guide the behavior of directors, Companies Act 2006 provided principled legalization of directors’ obligations. This essay will argue that the codification is still unable to clarify the controversial issues caused by common case law concerning the judgment and application of directors’ obligations in practice.

Keywords

Codification of directors’ duties, Shareholders’ duties, The exercise of shareholders' rights