Abstract
16 years on from the Companies Act 2006, s.172 still has not managed to change corporate culture for the better in the way its promoters hoped. Its fundamental flaw is that only the members collectively can insist on directors improving their behaviour. If the members are the directors, or don't care, there is little that can be done. Other countries have exactly the same problem. S.172 is aspirational and does no harm, but any country thinking of adopting similar wording should have low expectations of significant change to corporate culture.
Original language | English |
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Pages (from-to) | 212-221 |
Number of pages | 10 |
Journal | Juridical Review |
Volume | 2022 |
Issue number | 4 |
Early online date | 16 Dec 2022 |
Publication status | Published - 16 Dec 2022 |
Keywords
- Company law
- Corporate culture
- Companies Act 2006 s.172
- Directors
- Derivative claim
- Canada
- Enlightened shareholder value
- Insolvency
- Breach of directors' duties
- Corporate scandals