Commercial Law Coursework

... Commercial Law Coursework Word count: 1894 (not including direct quotes) Despite being the managers of a company, directors1 have a separate legal personality from the company's they manage2. However, a director can still be liable for the actions of himself, and of the company. To this end, the director has a range of duties, and failure to comply with these can result in liability. These duties are owed to the shareholders as a whole3, though minority shareholders are also protected by the law, with Stein v Blake4 perhaps the most recent clarification. Traditionally, capital holders have been owed these duties. However, s.309 of the Companies Act 1985 extended this view, meaning directors are now obliged to regard the interest of employees. The case of Liquidator of West Mercia Safetywear v Dodd5 clarifies that a duty is owed to creditors by a director of an insolvent company6, and s214 of the Insolvency Act 1986 states

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