UCD Commercial Law Centre

Ionad an Léinn Dlí Tráchtála UCD

Duties & Liabilities of Directors - Managing Risk & Minimising Liability
The on-going intensification of efforts by the Office of the Director of Corporate Enforcement to ensure compliance by directors of both public and private companies with mandatory provisions of company law, combined with the inevitable increase in insolvencies in a difficult economic environment, serve to re-focus attention on the increasingly arduous responsibilities of company directors. What are these responsibilities? Unfortunately, the decision of the Company Law Review Group to defer codification of existing statutory, fiduciary and common law duties of directors leaves us with a body of legal principles which is becoming more difficult to access. At this seminar, a panel of experienced practitioners will guide delegates through the maze and will provide a check-list for directors and their professional advisors to manage risk and minimise liability. Additionally, against the background of important decisions such as In The Matter of Tralee Beef and Lamb (2008), and Fyffe’s plc (2007), both the panel and the Director of Corporate Enforcement will bring delegates up-to-date on the increasing use of restriction and disqualification orders.
Date	Wednesday 22nd October (8.30 a.m. – 12.30p.m.; breakfast from 7.45a.m.)
Venue	William Jefferson Clinton Auditorium (formerly University Industry Centre), University College Dublin, Belfield, Dublin 4. Located beside Car Park 3 (opposite athletics track). Vehicular access is possible only through Stillorgan Gate Entrance to UCD.
Cost	€400 (to include seminar materials and refreshments) 10% discount for three or more delegates from the same company on the same booking form.
Booking	The attached booking form must be completed and returned in order to reserve places.
CPD	4 Hours. Certificates of attendance will be provided
Contact	Tel: (01) 716 8763 Fax: (01) 269 3463 E-Mail: clc@ucd.ie

SEMINAR SCHEDULE
7.45 a.m. – 8.30 a.m.	Registration and Continental Breakfast
8.30 a.m. – 8.50 a.m.	Chairman’s Introduction Directors Duties and Company Law Review Group Ralph MacDarby, Member, Company Law Review Group
8.50 a.m. – 9.25 a.m.	Being a Director Including - Types of Director - Executive, Non-Executive, De-Facto, Shadow & Nominee Directors - Corporate Entities as Shadow Directors, including banks - Directors' Duties John White, Partner, Head of Corporate & Commercial Department, Beauchamps
9.25 a.m. – 10.00 a.m.	Directors Duties, Public Companies & Corporate Governance - At What Cost? Including, - A Focus on Public Companies - Main Features of Corporate Governance systems in Ireland - Are they effective? - Are they cost effective? - Are changes necessary? Robert Heron , Partner, Matheson Ormsby Prentice
10.00 a.m. - 10.30 a.m.	Coffee

10.30 a.m. – 11.05 a.m.	Directors Duties - A Health Check Including, - Standard of Care required - Exceptions - One Standard for all Directors? - Problem Areas - Penalties for Breach of Duty - Tips to Protect Directors Ken Casey, Partner, William Fry
11.05 a.m. – 11.40 a.m.	Directors Liabilities in Insolvency Including, - Restriction and Disqualification of Directors Declan Black, Partner, Mason Hayes & Curran
11.40 a.m. - 12.00 p.m.	Restriction and Disqualification of Directors Paul Appleby, Director of Corporate Enforcement
12.00 p.m. - 12.30 p.m.	Questions & Discussion
12.30 p.m.	Chairman's Closing Remarks