Corporate Governance and Directors' Duties

The Corporate Governance and Directors' Duties multi-jurisdictional guide brings together practical information on topical cross-border Corporate Governance and Directors' Duties issues and country-specific Q&As on Corporate Governance and Directors' Duties law and practice.

Each country-specific Q&A features a standard set of questions relating to Corporate Governance and Directors' Duties law and practice. The Q&As give a structured overview of the key practical issues, including rules relating to directors, company meetings, internal controls, accounts, auditing and the role of institutional investors and shareholder groups.

In addition, answers to questions can be compared across a number of jurisdictions to assist in the management of cross-border transactions (see Country Q&A tool).

For a full version of the editorial, please click here.

PLC would like to thank the following firms for the excellence of their contributions: Boekel De Nerée NV, Bonelli Erede Pappalardo, BLC & Associates Ltd, Campos Mello Advogados in co-operation with DLA Piper, De Pardieu Brocas Mafféi, ENGARDE Attorneys at Law, Eversheds O'Donnell Sweeney, Goltsblat, Berwin Leighton Paisner, Guerra González & Asociados SC, Harney Westwood & Riegels, Işmen Law Firm, J. Sagar Associates, KhattarWong, Kunz Schima Wallentin Rechtsanwälte OG, M. & M. Bomchil, Nishimura & Asahi, Oppenheim Law Firm, Pinsent Masons LLP, Salomon Partners, Shearman & Sterling LLP, Soemadipradja & Taher, Stephenson Harwood, Tavernier Tschanz, Torys LLP.

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Cross-border chapters

Country Q&A

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Lawyer profiles

Title / Relevance	Resource type
Country Q&A
Corporate Governance and Directors' Duties: Argentina A Q&A guide to corporate governance law in Argentina. The Q&A gives a high level overview of board composition, the comply or explain approach, management rules and authority, directors’ duties and liabilities, transactions with directors and conflicts, company meetings, internal controls, accounts and audit, institutional investors and reform proposals. To compare answers across multiple jurisdictions, visit the Corporate Governance Country Q&A tool. The Q&A is part of the PLC multi-jurisdictional guide to corporate governance law. For a full list of jurisdictional Q&As visit www.practicallaw.com/corpgov-mjg	Country Q&A
Corporate Governance and Directors' Duties: Austria A Q&A guide to corporate governance law in Austria. The Q&A gives a high level overview of board composition, the comply or explain approach, management rules and authority, directors’ duties and liabilities, transactions with directors and conflicts, company meetings, internal controls, accounts and audit, institutional investors and reform proposals. To compare answers across multiple jurisdictions, visit the Corporate Governance Country Q&A tool. The Q&A is part of the PLC multi-jurisdictional guide to corporate governance law. For a full list of jurisdictional Q&As visit www.practicallaw.com/corpgov-mjg	Country Q&A
Corporate Governance and Directors' Duties: Brazil A Q&A guide to corporate governance law in Brazil. The Q&A gives a high level overview of board composition, the comply or explain approach, management rules and authority, directors’ duties and liabilities, transactions with directors and conflicts, company meetings, internal controls, accounts and audit, institutional investors and reform proposals. To compare answers across multiple jurisdictions, visit the Corporate Governance Country Q&A tool. The Q&A is part of the PLC multi-jurisdictional guide to corporate governance law. For a full list of jurisdictional Q&As visit www.practicallaw.com/corpgov-mjg	Country Q&A
Corporate Governance and Directors' Duties: British Virgin Islands A Q&A guide to corporate governance law in British Virgin Islands. The Q&A gives a high level overview of board composition, the comply or explain approach, management rules and authority, directors’ duties and liabilities, transactions with directors and conflicts, company meetings, internal controls, accounts and audit, institutional investors and reform proposals. To compare answers across multiple jurisdictions, visit the Corporate Governance Country Q&A tool. The Q&A is part of the PLC multi-jurisdictional guide to corporate governance law. For a full list of jurisdictional Q&As visit www.practicallaw.com/corpgov-mjg	Country Q&A
Corporate Governance and Directors' Duties: Canada A Q&A guide to corporate governance law in Canada. The Q&A gives a high level overview of board composition, the comply or explain approach, management rules and authority, directors’ duties and liabilities, transactions with directors and conflicts, company meetings, internal controls, accounts and audit, institutional investors and reform proposals. To compare answers across multiple jurisdictions, visit the Corporate Governance Country Q&A tool. The Q&A is part of the PLC multi-jurisdictional guide to corporate governance law. For a full list of jurisdictional Q&As visit www.practicallaw.com/corpgov-mjg	Country Q&A
Corporate Governance and Directors' Duties: France A Q&A guide to corporate governance law in France. The Q&A gives a high level overview of board composition, the comply or explain approach, management rules and authority, directors’ duties and liabilities, transactions with directors and conflicts, company meetings, internal controls, accounts and audit, institutional investors and reform proposals. To compare answers across multiple jurisdictions, visit the Corporate Governance Country Q&A tool. The Q&A is part of the PLC multi-jurisdictional guide to corporate governance law. For a full list of jurisdictional Q&As visit www.practicallaw.com/corpgov-mjg	Country Q&A
Corporate Governance and Directors' Duties: Germany A Q&A guide to corporate governance law in Germany. The Q&A gives a high level overview of board composition, the comply or explain approach, management rules and authority, directors’ duties and liabilities, transactions with directors and conflicts, company meetings, internal controls, accounts and audit, institutional investors and reform proposals. To compare answers across multiple jurisdictions, visit the Corporate Governance Country Q&A tool. The Q&A is part of the PLC multi-jurisdictional guide to corporate governance law. For a full list of jurisdictional Q&As visit www.practicallaw.com/corpgov-mjg	Country Q&A
Corporate Governance and Directors' Duties: Hong Kong A Q&A guide to corporate governance law in Hong Kong. The Q&A gives a high level overview of board composition, the comply or explain approach, management rules and authority, directors’ duties and liabilities, transactions with directors and conflicts, company meetings, internal controls, accounts and audit, institutional investors and reform proposals. To compare answers across multiple jurisdictions, visit the Corporate Governance Country Q&A tool. The Q&A is part of the PLC multi-jurisdictional guide to corporate governance law. For a full list of jurisdictional Q&As visit www.practicallaw.com/corpgov-mjg	Country Q&A
Corporate Governance and Directors' Duties: Hungary A Q&A guide to corporate governance law in Hungary. The Q&A gives a high level overview of board composition, the comply or explain approach, management rules and authority, directors’ duties and liabilities, transactions with directors and conflicts, company meetings, internal controls, accounts and audit, institutional investors and reform proposals. To compare answers across multiple jurisdictions, visit the Corporate Governance Country Q&A tool. The Q&A is part of the PLC multi-jurisdictional guide to corporate governance law. For a full list of jurisdictional Q&As visit www.practicallaw.com/corpgov-mjg	Country Q&A
Corporate Governance and Directors' Duties: India A Q&A guide to corporate governance law in India. The Q&A gives a high level overview of board composition, the comply or explain approach, management rules and authority, directors’ duties and liabilities, transactions with directors and conflicts, company meetings, internal controls, accounts and audit, institutional investors and reform proposals. To compare answers across multiple jurisdictions, visit the Corporate Governance Country Q&A tool. The Q&A is part of the PLC multi-jurisdictional guide to corporate governance law. For a full list of jurisdictional Q&As visit www.practicallaw.com/corpgov-mjg	Country Q&A
Corporate Governance and Directors' Duties: Indonesia A Q&A guide to corporate governance law in Indonesia. The Q&A gives a high level overview of board composition, the comply or explain approach, management rules and authority, directors’ duties and liabilities, transactions with directors and conflicts, company meetings, internal controls, accounts and audit, institutional investors and reform proposals. To compare answers across multiple jurisdictions, visit the Corporate Governance Country Q&A tool. The Q&A is part of the PLC multi-jurisdictional guide to corporate governance law. For a full list of jurisdictional Q&As visit www.practicallaw.com/corpgov-mjg	Country Q&A
Corporate Governance and Directors' Duties: Ireland A Q&A guide to corporate governance law in Ireland. The Q&A gives a high level overview of board composition, the comply or explain approach, management rules and authority, directors’ duties and liabilities, transactions with directors and conflicts, company meetings, internal controls, accounts and audit, institutional investors and reform proposals. To compare answers across multiple jurisdictions, visit the Corporate Governance Country Q&A tool. The Q&A is part of the PLC multi-jurisdictional guide to corporate governance law. For a full list of jurisdictional Q&As visit www.practicallaw.com/corpgov-mjg	Country Q&A
Corporate Governance and Directors' Duties: Italy A Q&A guide to corporate governance law in Italy. The Q&A gives a high level overview of board composition, the comply or explain approach, management rules and authority, directors’ duties and liabilities, transactions with directors and conflicts, company meetings, internal controls, accounts and audit, institutional investors and reform proposals. To compare answers across multiple jurisdictions, visit the Corporate Governance Country Q&A tool. The Q&A is part of the PLC multi-jurisdictional guide to corporate governance law. For a full list of jurisdictional Q&As visit www.practicallaw.com/corpgov-mjg	Country Q&A
Corporate Governance and Directors' Duties: Japan A Q&A guide to corporate governance law in Japan. The Q&A gives a high level overview of board composition, the comply or explain approach, management rules and authority, directors’ duties and liabilities, transactions with directors and conflicts, company meetings, internal controls, accounts and audit, institutional investors and reform proposals. To compare answers across multiple jurisdictions, visit the Corporate Governance Country Q&A tool. The Q&A is part of the PLC multi-jurisdictional guide to corporate governance law. For a full list of jurisdictional Q&As visit www.practicallaw.com/corpgov-mjg	Country Q&A
Corporate Governance and Directors' Duties: Mauritius A Q&A guide to corporate governance law in Mauritius. The Q&A gives a high level overview of board composition, the comply or explain approach, management rules and authority, directors’ duties and liabilities, transactions with directors and conflicts, company meetings, internal controls, accounts and audit, institutional investors and reform proposals. To compare answers across multiple jurisdictions, visit the Corporate Governance Country Q&A tool. The Q&A is part of the PLC multi-jurisdictional guide to corporate governance law. For a full list of jurisdictional Q&As visit www.practicallaw.com/corpgov-mjg	Country Q&A
Corporate Governance and Directors' Duties: Singapore A Q&A guide to corporate governance law in Singapore. The Q&A gives a high level overview of board composition, the comply or explain approach, management rules and authority, directors’ duties and liabilities, transactions with directors and conflicts, company meetings, internal controls, accounts and audit, institutional investors and reform proposals. To compare answers across multiple jurisdictions, visit the Corporate Governance Country Q&A tool. The Q&A is part of the PLC multi-jurisdictional guide to corporate governance law. For a full list of jurisdictional Q&As visit www.practicallaw.com/corpgov-mjg	Country Q&A
Corporate Governance and Directors' Duties: Switzerland A Q&A guide to corporate governance law in Switzerland. The Q&A gives a high level overview of board composition, the comply or explain approach, management rules and authority, directors’ duties and liabilities, transactions with directors and conflicts, company meetings, internal controls, accounts and audit, institutional investors and reform proposals. To compare answers across multiple jurisdictions, visit the Corporate Governance Country Q&A tool. The Q&A is part of the PLC multi-jurisdictional guide to corporate governance law. For a full list of jurisdictional Q&As visit www.practicallaw.com/corpgov-mjg	Country Q&A
Corporate Governance and Directors' Duties: The Netherlands A Q&A guide to corporate governance law in The Netherlands. The Q&A gives a high level overview of board composition, the comply or explain approach, management rules and authority, directors’ duties and liabilities, transactions with directors and conflicts, company meetings, internal controls, accounts and audit, institutional investors and reform proposals. To compare answers across multiple jurisdictions, visit the Corporate Governance Country Q&A tool. The Q&A is part of the PLC multi-jurisdictional guide to corporate governance law. For a full list of jurisdictional Q&As visit www.practicallaw.com/corpgov-mjg	Country Q&A
Corporate Governance and Directors' Duties: Turkey A Q&A guide to corporate governance law in Turkey. The Q&A gives a high level overview of board composition, the comply or explain approach, management rules and authority, directors’ duties and liabilities, transactions with directors and conflicts, company meetings, internal controls, accounts and audit, institutional investors and reform proposals. To compare answers across multiple jurisdictions, visit the Corporate Governance Country Q&A tool. The Q&A is part of the PLC multi-jurisdictional guide to corporate governance law. For a full list of jurisdictional Q&As visit www.practicallaw.com/corpgov-mjg	Country Q&A
Corporate Governance and Directors' Duties: UK (England and Wales) A Q&A guide to corporate governance law in UK (England and Wales). The Q&A gives a high level overview of board composition, the comply or explain approach, management rules and authority, directors’ duties and liabilities, transactions with directors and conflicts, company meetings, internal controls, accounts and audit, institutional investors and reform proposals. To compare answers across multiple jurisdictions, visit the Corporate Governance Country Q&A tool. The Q&A is part of the PLC multi-jurisdictional guide to corporate governance law. For a full list of jurisdictional Q&As visit www.practicallaw.com/corpgov-mjg	Country Q&A
Corporate Governance and Directors' Duties: Ukraine A Q&A guide to corporate governance law in Ukraine. The Q&A gives a high level overview of board composition, the comply or explain approach, management rules and authority, directors’ duties and liabilities, transactions with directors and conflicts, company meetings, internal controls, accounts and audit, institutional investors and reform proposals. To compare answers across multiple jurisdictions, visit the Corporate Governance Country Q&A tool. The Q&A is part of the PLC multi-jurisdictional guide to corporate governance law. For a full list of jurisdictional Q&As visit www.practicallaw.com/corpgov-mjg	Country Q&A
Corporate Governance and Directors' Duties: United States A Q&A guide to corporate governance law in United States. The Q&A gives a high level overview of board composition, the comply or explain approach, management rules and authority, directors’ duties and liabilities, transactions with directors and conflicts, company meetings, internal controls, accounts and audit, institutional investors and reform proposals. To compare answers across multiple jurisdictions, visit the Corporate Governance Country Q&A tool. The Q&A is part of the PLC multi-jurisdictional guide to corporate governance law. For a full list of jurisdictional Q&As visit www.practicallaw.com/corpgov-mjg	Country Q&A
Cross-border chapters
Rules for investing in Russian strategic companies In 2011 Russia's large consumer market still seems attractive but foreign businesses are discouraged by the costs, complex bureaucratic procedures and legal uncertainty they face. This chapter looks at the legal framework applicable to foreign investment in Russia. This article is part of the PLC multi-jurisdictional guide to corporate governance law. For a full list of contents, visit www.practicallaw.com/corpgov-mjg.	Cross-border chapters
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