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DIRECTOR'S SIGNPOST : your guide to directorship;your guide to directorship.

An essential book for new and emerging directors. Covers directorship, governance, board operations, professional development and more.

Detalles Bibliográficos
Clasificación:Libro Electrónico
Autor principal: STUART, DOMINI;CROUCH, EWEN
Formato: Electrónico eBook
Idioma:Inglés
Publicado: [Place of publication not identified] AUSTRALIAN Institute OF C, 2013.
Temas:
Acceso en línea:Texto completo
Tabla de Contenidos:
  • Intro
  • Title
  • Copyright
  • Contents
  • Acknowledgements
  • Introduction
  • Chapter One The Company Director
  • Directorship basics
  • What is a director?
  • Who can be a director?
  • Appointing a director
  • Types of directors
  • What constitutes the company?
  • Group companies
  • The duties and responsibilities of a director
  • A director's fiduciary duties
  • To whom do directors owe a fiduciary duty?
  • The duty to act in good faith and in the best interests of the company
  • The duty to avoid conflicts of duty and interest
  • Nominee directors
  • The duty not to misuse the position of director
  • Examples of misuse
  • The duty to act with care and diligence
  • The Business Judgment Rule
  • The duty to prevent insolvent trading
  • Insolvency
  • the warning signs
  • Defences
  • If the company cannot be saved
  • The duty of continuous disclosure
  • Policies to ensure compliance
  • Duty to disclose directors' interests
  • Misleading or deceptive conduct
  • Directors' liability
  • Exceptions
  • The duty not to make improper use of information
  • Insider trading
  • Forgiveness, mitigation and insurance
  • Directors and Officers Liability Insurance
  • A director's rights and powers
  • Three main director rights
  • What makes a good director?
  • Relevant skills and experience
  • Financial literacy
  • Competence in a specialised area
  • Sound, independent judgment and a broad perspective
  • The courage to ask critical and searching questions
  • Respect for fellow directors
  • Becoming a non-executive director
  • Conducting your due diligence
  • Are you right for the board?
  • Is the board right for you?
  • Gathering the information
  • When the information is not available
  • Joining an IPO board
  • The induction process
  • The letter of appointment
  • The induction program
  • Non-executive directors' remuneration
  • Single director/single shareholder proprietary companies
  • Chapter Two Corporate Governance
  • The challenge of corporate governance
  • The ASX Corporate Governance Principles and Recommendations
  • The basic tools of corporate governance
  • The foundation documents
  • Constitution
  • Board charter
  • Shareholders
  • Shareholder communication policy
  • Shareholders' rights
  • Individual shareholders
  • Institutional investors
  • Meetings with shareholders
  • Calling a shareholders' meeting
  • Giving notice
  • Holding the meeting
  • Shareholders' resolutions
  • Quorum
  • Chairing a meeting
  • Minutes
  • Preparing for the Annual General Meeting
  • The Annual General Meeting
  • Governance in small to medium enterprise
  • Governance in government sector boards
  • Governance in not-for-profit organisations
  • Chapter Three The Board of Directors
  • Board basics
  • Board types
  • An all executive board
  • Majority executive board
  • Majority non-executive board
  • The role of the board
  • Performance and compliance
  • Performance
  • Compliance