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Cross-border guide for company directors

Businesses across the world are increasingly exposed to regulatory action, public criticism and litigation. Current challenges include evaluating and tackling climate change risks, the war in Ukraine, and the continuing effects of the Covid pandemic.

Very often the focus of conversations about boards’ duties is on a group’s main board or on the financial sponsors. Yet the bulk of the business typically sits in subsidiary and portfolio companies, so it is key for directors of these companies to understand their own roles and responsibilities.

Our guide for company directors provides an overview of the general legal responsibilities of directors in 25 jurisdictions. On this page we highlight a few key points, for all directors and international businesses to note, including the following.

Golden rules - a reminder for all directors

Local rules will vary in their detail but the general common sense principles below are likely to be useful for all types of director:

  • Act in the company’s best interests.
  • Obey the company’s constitution and all applicable laws.
  • Remember that the company’s property belongs to the company and not to the directors/shareholders.
  • Be diligent, careful and well informed about the company’s affairs. If you have any special skills or experience, use them.
  • Make sure the company keeps records of your decisions.
  • Remember that you remain responsible for the work you delegate to others.
  • Avoid situations where your interests conflict with those of the company and disclose potential conflicts quickly.
  • Seek external advice where necessary, particularly if the company is in financial difficulty.

Linklaters cross-border guide for company directors

Our cross-border guide for company directors aims to inform and help individual directors and international businesses in 25 jurisdictions. With contributions from lawyers across our global network, this version has been updated and now also covers the Kingdom of Saudi Arabia.

To access a full copy of the guide with key contacts from each jurisdiction, click here for our Knowledge Portal.

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