Articles by author
Scheme meetings in a global pandemic
COVID-19 has fundamentally altered how companies are able to hold meetings of their shareholders and creditors. This article explores how the courts have dealt with these disruptions in the context of schemes of arrangement under Pt 26 of the Companies Act 2006, and under the new restructuring plan regime under Pt 26A of the Companies Act 2006. It demonstrates that the courts have adopted a flexible approach, enabling meetings to be held even where members or creditors cannot physically come together due to social distancing restrictions.
1 JAN 2021Board minutes after Sequana: practical advice for the corporate drafter
In this article, in light of the decision in BTI 2014 LLC v Sequana SA [2022] UKSC 25, Philip Morrison seeks to offer practical advice, including which considerations should be included, when drafting board minutes.
1 APR 2023Carillion: a director’s strict duty to know the company’s true financial position?
The Secretary of State recently argued in high profile disqualification proceedings that directors owe a freestanding, strict legal duty to know a company’s true financial position at all times while holding the office of director. This article argues that this position is clearly wrong as a matter of law, would be inconsistent with the directors’ duties in the Companies Act 2006, and would be fundamentally impractical and impossible to comply with.
1 JAN 2024
