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Duties & Responsibilities of Directors

Date: 13/09/2010
Newsflash Corporate, 2010, issue 3
Roman Tarlavski

With increased consolidation of business across Europe, executives of multinational groups can find that they are required to become directors of companies in a variety of jurisdictions, often at short notice. The rules relating to directorships vary considerably from jurisdiction to jurisdiction.

Now in its 3rd edition, the CMS Guide provides an overview of the duties and responsibilities of directors across 21 jurisdictions in Europe, answering the most frequently asked questions for directors coming from another jurisdiction. In many jurisdictions, there are various forms of company available, and there are different rules for directors according to the type of company used. This guide focuses for each jurisdiction on the most common form of company, and on the rules which apply to executive/managing directors.

For each of the jurisdictions the following key question areas are covered: eligibility requirements, method of appointment, method of removal, authority and representation, working rules of the board, contractual relationship with the company, conflicts of interest, duties of a director, liability, limitation of liability, immigration issues, taxation and social security.

The jurisdictions covered by this guide are: Austria, Belgium, Bosnia and Herzegovina, Bulgaria, Croatia, Czech Republic, France, Germany, Hungary, Italy, The Netherlands, Poland, Romania, Russia, Serbia, Slovakia, Slovenia, Spain, Switzerland, Ukraine, United Kingdom.

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