Question Tag: Directors' Duties

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BL – May 2012 – L1 – SB – Q6B – Company Law

Explain two fiduciary duties of a company director.

Directors of companies are placed in special and unique positions. Their status imposes certain duties on them, and these include fiduciary duties.

Required:
Explain any TWO fiduciary duties of a company director.

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BL – Nov 2014 – L1 – SB – Q3a – Company Law

State distinctions between a limited liability company and a partnership, and explain a director’s duty regarding conflicts of interest.

a. Limited liability companies and partnerships are different in formation and characteristics.
You are required to:

i. State any FIVE distinctions between a limited liability company and a partnership.
(5 Marks)

ii. Explain briefly the duty that a director’s interest shall not conflict with his duties to the company and its consequences.
(4 Marks)

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BL – May 2022 – L1 – SB – Q6a – Business Ethics and Corporate Governance

Advise ABC Limited on the implication of two former directors executing a profitable contract on behalf of their own company.

Two of the directors of ABC Limited negotiated a road construction contract on behalf of the company. The company decided not to go ahead with the contract because it intends to start oil refining at the time. Considering that the road construction contract is profitable, the two directors resigned as directors of ABC Limited and established their own construction company, named Two Limited, which executed the contract at a good profit.

ABC Limited is aware of the situation and has approached you for advice.

Required:
Advise ABC Limited on the implication of the action of its former two directors.

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BCL – Mar 2024 – L1 – Q1d – Governance and Ethical Issues Relating to Business, Company Directors and Other Officers

Discuss the concept of Good Corporate Governance and identify principles breached in the provided scenario.

The Managing Director of Dakubo Ltd, a company which engages in the business of iron rods production, on his own, contracted a loan of GH¢1,000,000 from Dilidom Bank. The loan is repayable in twelve months’ time. The Managing Director disclosed the contents of the agreement to his wife who is neither a Director nor a member of the company. In further disregard for the regulations of the company, the Managing Director squandered the loan contracted from the bank.

Required:

i) Explain the concept of Good Corporate Governance.

(5 marks)

ii) From the scenario above, state FIVE (5) principles of Good Corporate Governance that may have been breached by the Managing Director of Dakubo Ltd. (5 marks)

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BCL – Nov 2018 – L1 – Q3b – Company Law

List three civil liabilities that can be brought against a director for breaching their duty.

As part of the duty, a director of a company stands in a fiduciary relationship towards the company and shall observe the utmost good faith towards the company in a transaction with it or on its behalf. He or she shall act at all times in what the director believes to be the best interests of the company as a whole so as to preserve its assets, further its business, and promote the purposes for which it was formed, and in a manner that a faithful, diligent, careful, and skillful director would act in the circumstances. Besides, a director is not to use for his or her own advantage the money or property of the company or confidential information or special knowledge obtained in his or her capacity.

Required:
List THREE (3) civil liabilities that are to be brought against a director who commits a breach of duty and violates the rules regarding conflict of interest.

(6 marks)

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BL – May 2012 – L1 – SB – Q6B – Company Law

Explain two fiduciary duties of a company director.

Directors of companies are placed in special and unique positions. Their status imposes certain duties on them, and these include fiduciary duties.

Required:
Explain any TWO fiduciary duties of a company director.

Login or create a free account to see answers

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BL – Nov 2014 – L1 – SB – Q3a – Company Law

State distinctions between a limited liability company and a partnership, and explain a director’s duty regarding conflicts of interest.

a. Limited liability companies and partnerships are different in formation and characteristics.
You are required to:

i. State any FIVE distinctions between a limited liability company and a partnership.
(5 Marks)

ii. Explain briefly the duty that a director’s interest shall not conflict with his duties to the company and its consequences.
(4 Marks)

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BL – May 2022 – L1 – SB – Q6a – Business Ethics and Corporate Governance

Advise ABC Limited on the implication of two former directors executing a profitable contract on behalf of their own company.

Two of the directors of ABC Limited negotiated a road construction contract on behalf of the company. The company decided not to go ahead with the contract because it intends to start oil refining at the time. Considering that the road construction contract is profitable, the two directors resigned as directors of ABC Limited and established their own construction company, named Two Limited, which executed the contract at a good profit.

ABC Limited is aware of the situation and has approached you for advice.

Required:
Advise ABC Limited on the implication of the action of its former two directors.

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BCL – Mar 2024 – L1 – Q1d – Governance and Ethical Issues Relating to Business, Company Directors and Other Officers

Discuss the concept of Good Corporate Governance and identify principles breached in the provided scenario.

The Managing Director of Dakubo Ltd, a company which engages in the business of iron rods production, on his own, contracted a loan of GH¢1,000,000 from Dilidom Bank. The loan is repayable in twelve months’ time. The Managing Director disclosed the contents of the agreement to his wife who is neither a Director nor a member of the company. In further disregard for the regulations of the company, the Managing Director squandered the loan contracted from the bank.

Required:

i) Explain the concept of Good Corporate Governance.

(5 marks)

ii) From the scenario above, state FIVE (5) principles of Good Corporate Governance that may have been breached by the Managing Director of Dakubo Ltd. (5 marks)

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BCL – Nov 2018 – L1 – Q3b – Company Law

List three civil liabilities that can be brought against a director for breaching their duty.

As part of the duty, a director of a company stands in a fiduciary relationship towards the company and shall observe the utmost good faith towards the company in a transaction with it or on its behalf. He or she shall act at all times in what the director believes to be the best interests of the company as a whole so as to preserve its assets, further its business, and promote the purposes for which it was formed, and in a manner that a faithful, diligent, careful, and skillful director would act in the circumstances. Besides, a director is not to use for his or her own advantage the money or property of the company or confidential information or special knowledge obtained in his or her capacity.

Required:
List THREE (3) civil liabilities that are to be brought against a director who commits a breach of duty and violates the rules regarding conflict of interest.

(6 marks)

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