Guide To Directors' Duties In Guernsey

1. GENERAL DUTIES AND RESPONSIBILITIES OF A DIRECTOR

All directors owe fiduciary duties to the company of which they are a director. A director owes these duties to the company alone and not to individual shareholders or to the shareholders as a group or, except in certain circumstances, to creditors of the company. A director must act in good faith, in the interests of the company. A director must exercise his powers for a proper purpose and he must keep the company's confidence.

The Companies (Guernsey) Law, 2008 (the Companies Law) does not attempt to codify the duties and liabilities of directors of Guernsey companies. Guernsey law applies the English common law duties of directors and the Companies Law imposes certain additional statutory duties upon directors.