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ARTICLE · 07 AUGUST 2025

Stepping down to stay compliant

Director resignation may be necessary to avoid personal liability when company dysfunction limits your control or oversight.

AustraliaCorporate/Commercial Law

When resigning is not abandonment, but fulfilling your duty to the company and to yourself

Business relationships are no different from personal ones; they can be affected by conflict, emotion, and breakdown.

Breakdowns in relationships can arise for many reasons and are such a core part of the human experience that an extreme version can be seen at the start of the Bible in the Book of Genesis, where Cain murders his brother Abel. It took a whole 4 chapters of the book to get to fratricide 1. Like family relationships, business relationships can be driven by emotions rather than the objective duties of directors. When emotions run high, directors' duties and rational decision-making can take a back seat. This article aims to highlight when it might be wise to consider stepping down as a director to protect yourself.

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The content of this article is intended to provide a general guide to the subject matter. Specialist advice should be sought about your specific circumstances.

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