Director of a Company - Duties and Responsibilities (as well as Liability)
Director Responsibility and Liability in Malaysia: Legal Framework and Case Law Implications In Malaysia's corporate landscape, directors bear significant responsibilities and face various liabilities under the Companies Act 2016 (CA 2016), which replaced the Companies Act 1965. Understanding these legal obligations is crucial for directors to effectively discharge their duties while avoiding personal liability. Fiduciary Duties of Directors Directors serve as trustees and agents of the company, managing its affairs on behalf of shareholders. Section 213(1) of the CA 2016 codifies the fundamental duty that directors must exercise their powers "for a proper purpose and in good faith in the best interest of the company." This fiduciary relationship was aptly described in Great Eastern Ry v Turner (1872) , where Lord Selbourne stated that directors are "trustees of the company's money and property; agents in the transactions which they enter into on behalf of the...