Abstract

The introduction of the Companies Act 2006 brought significant changes as regards to the duties owed by directors to a company. It can be argued that the restrictions on company’s directors under s175 Companies Act 2006 are strict and inflexible. The result of the rule could possibly mean that a director can never make a profit from a transaction outside of their company without it amounting to a conflict of interest and therefore will be liable to account for any profit made. However, certain rules and case law surrounding directors’ duties may prove s175 Companies Act 2006 to not be as strict and inflexible as it seems at first glance. If a director was to follow a correct procedure, it is entirely possible they may make profit despite the issues surrounding conflicts of interests. This paper explores these possibilities.