Company law - Transactions with company's own director

In Dickinson v NAL Realistaions (Staffordshire) Limited the lead director became a cropper! He effected transactions by the company in favour of himself

  • at an undervalue
  • without proper and independent resolution of the other directors:
  • without independent valuations.

The transactions comprised:

  • land sale and lease back at inflated rent
  • purchase of company's own shares without full payment on transfer
  • sale of a subsidiary for ?1.00

So what were the conflicts with law?

  • breach of directors duties, including fiduciary
  • breach of Companies Act 2006 s 171, s 172, s 174, s691, and
  • breach of Insolvency Act 1986 s 423; s 238 also relevant.

What were the sanctions? Orders to restore property to the company and to pay compensation to company for losses.

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