ABSTRACT
This chapter analyses the general duties that are imposed on directors to govern all their activities when dealing with the company. It deals with the general duties of company directors as set out in statute and in the case law. The law on the duties of directors is, in author's opinion, the most interesting part of company law. The objective underlying the creation of this code was that it would make it possible for ordinary company directors with no legal experience to understand their duties more easily. The general duties are based on certain common law rules and equitable principles as they apply in relation to directors and have effect in place of those rules and principles as regards the duties owed to a company by a director. The first duty of directors is that they must act within the terms of their powers as set out in the company's articles of association and any memorandum of association.
