Tag Archives: corporate governance

A serious warning from the New Zealand courts for directors of subsidiaries of foreign-owned parents

gavel on a desk with some legal reference books in the background

In a globalized economy, directors of foreign-owned companies need to consider the impact of foreign law, regulation and practice governing the parent. Continue reading →

Allocation clauses in D&O polices: What you need to know

A judge in a lawyer sitting in a courtroom hallway looking at laptops

If you were to ask what the expectations of a buyer of D&O (directors and officers) policy were, I suspect most would say that all costs which reasonably related to the insured persons should be covered. Yet that’s not the … Continue reading →

Serious Fraud Office victory in long arm jurisdiction case

male colleague looking towards a female colleague having a discussion

A lot of press attention has been directed to the recent defeat of the Serious Fraud Office (SFO) in the Court of Appeal in its attempt to prevent a company under investigation from relying on litigation privilege to withhold documents. … Continue reading →

Must companies now avoid the stigma of tax avoidance?

group of men and women in suits sitting around a table looking at a laptop together

I’ve blogged recently about the dangers of corporate tax evasion, given the new powers open to prosecutors under the Criminal Finances Act, but what about its seemingly much less dangerous and perfectly legal cousin: tax avoidance? There’s some evidence that … Continue reading →

Are new laws that will make directors of holding companies accountable for the sale of distressed subsidiaries a charter for zombies?

black crow and a pigeon standing on a slab of concrete surrounded by water

I’ve written before about the extent to which English courts have been prepared to lift the corporate veil and hold a parent company responsible for the acts and defaults of another company in the same group. In the Chandler case, … Continue reading →

Can you rely too much on professional advice as a director?

two men conversing beside conference table in office

Blame the lawyers is a familiar refrain. As one myself, I recognize the accusation. There is perhaps a connection between the uncertain times in which we live and the stellar earnings reported recently by Magic Circle law firms. From sanctions … Continue reading →

A new U.K. Corporate Governance Code will require directors to look beyond shareholders’ interests

business man sitting at his desk working on a tablet

The long-awaited consultation by the Financial Reporting Council (FRC) on revisions to the U.K. Corporate Governance Code was published in December 2017. The Code has been revised many times since it was first introduced in 1992, but these changes are … Continue reading →

Farepak: A Silver Lining for the Directors but a Dark Cloud for the Banks

Lawbook and Glasses

Remember the collapse of Farepak in October 2006 and the resulting furor when over 100,000 customers lost deposits to secure their Christmas and other food and retail vouchers? A lot of that outrage was directed at the board of Farepak … Continue reading →

Five Questions to Ask Before Joining a Board

Boardroom Table

As fellow WillisWire blogger Richard Magrann-Wells spelt out recently, it is an anxious time for boardroom directors—especially in the financial services sector. The scandal surrounding alleged manipulation of the London Interbank Offered Rate (Libor) could lead to billions of dollars … Continue reading →

What Weavering Case Means for Hedge Fund Governance

Man in boardroom

Paul Richards, Willis FINEX National, discusses implications of the Weavering ruling on Fund Directors’ Liability for hedge fund's corporate governance. Continue reading →