Title

An Issue of Absolution: Section 391 of the Companies Act

Publication Type

Journal Article

Publication Date

2003

Abstract

There is an obvious tension in the imposition of directors’ duties. Whilst directors being the management, and therefore the eyes, ears and brain of the corporate person, must be given sufficient discretion to take on entrepreneurial (and hence risky) ventures with a view to profit maximisation, there is also the need to curb excesses, as the potential or opportunity for mismanagement, negligence and fraud is omnipresent. [T]his short article considers section 391 of the Companies Act (Cap 50), arguably the statutory nemesis of directors’ duties. Section 391 gives jurisdiction to the court hearing the case to relieve an officer from liability for negligence, default, breach of duty or breach of trust. This article considers the relieving provision and makes a number of observations about its role and scope.

Discipline

Asian Studies | Business Organizations Law

Research Areas

Commercial Law

Publication

Singapore Academy of Law Journal

Volume

15

Issue

2

First Page

306

Last Page

332

ISSN

0218-2009

Publisher

Singapore Academy of Law

Additional URL

http://www.sal.org.sg/digitallibrary/Lists/SAL%20Journal/DispForm.aspx?ID=322&Source=http%3A%2F%2Fwww.sal.org.sg%2Fdigitallibrary%2FLists%2FSAL%2520Journal%2FAllItems.aspx