Advice for sincerely deluded directors and others
As Flanders and Swann once sang (or at least Flanders once said), ‘always be sincere – whether you mean it or not’.
But things are even more complicated nowadays in the world of corporate law and directors’ duties, and this recent case shows that it is not enough to be sincere even if you mean it if you are actually deluded in thinking you are being honest. Or something like that.
Loyalty isn’t what it used to be
Are company directors allowed to plan to go off and compete? Is it disloyal to plan to get into bed with someone else?
The importance of careful drafting – discounting employee shareholders
October 2024 Rating system: Reading time (1-10 minutes): 7ish Sophistication level (1 (idiot) – 10 (expert)): 6 Entertainment value (1 (turgid) –... Read More
Law and faith
What does the expression ‘good faith’ mean when you put it in a shareholders agreement?
You can check out any time you like but…scary case about directors’ duties to avoid conflicts of interest
Scary case about directors’ duties to avoid conflicts of interest even after they leave
Shareholder deadlock is no holiday – two salutary tales
Not investing in a shareholders agreement can cause great pain and suffering...
Ripping off your business partners – how you might be brought to account
How you might be brought to account if you rip off a business partner to whom you owe fiduciary duties
Unfair by definition
You can check out any time you like but you can never compete? A Court of Appeal decision on restrictive covenants by employee shareholders
Fair’s fair? Minority shareholders beware
March 2021
Fair's fair? A scary case about valuing a minority shareholder's shares
Subject to contract – it’s a Moneything
February 2021
A Court of Appeal case about the magic words 'subject to contract'