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Directors and Officers Liability

Abstract

Companies are incorporated under the respective laws of the country to create a separate legal entity – an artificial personality – but they cannot act on their own. They need people to make decisions and manage the company. These people are the directors under the respective statutes of the country and manage the company. Under the Companies Act 2006 of UK vide and under the Indian Companies Act, 1956 the definition of director is spelled out as “person occupying the position of director by whatever name called”. A director is an officer of the company and is an agent of the company and the directors are at the senior most level of a company’s management with the right to take part in the board of management. The directors are appointed by the shareholders of the company entrusting the responsibilities to manage the affairs of the company.

Author

Bala Balakrishnan
In-House Counsel, Symbiosis Institute of Business Management, India

Professor Bala is a renowned and qualified lawyer and member of seven professional bodies. He has been honoured with Company Secretary of the year 2007- Corporate Highly Commanded , award by the Institute of Chartered Secretaries and Administrators of UK at a glittering ceremony in London, which is featuring in the Limca Book of National records in the year 2009. He is the first such professional in India to achieve this designation for his caliber to go beyond the requirements of his role to maximize opportunities for his organization and he has introduced measures for adoption of best global practices in all areas of business including compliance with UK Combined Code on corporate governance in his organization where he served. Not only this, he is also certified as Internal Control Specialist by the Institute of Internal Control from US, making him a proud person to achieve this certification which also earned him a national record in Limca Book of national records in the year 2008. Further to this, Bala is also got his certification as certified Internal Control Professional by the Institute of Internal Control from US, making him, once again, and a proud person to achieve this certification which also earned him a national record in Limca Book of national records in the year 2010.For more than 28 years, he has been serving with Foseco India Limited, at Pune, India, a GVC-II level certified company for its corporate governance practices and a listed company with Bombay Stock Exchange and National Stock Exchange. He was the Company Secretary and Legal Services Manager of Foseco India Limited before he took up an overseas assignment at the Kingdom of Bahrain where he served about one and a half years as a group company secretary for HiTs Africa Limited a telecom major who has its subsidiaries in Tanzania, Liberia, Democratic Republic of Congo and Equatorial Guinea. He has authored a book titled Handbook on Audit Committee and also co-authored a book of Compliance Guide to Corporate Governance and both of them published by a leading book published known as Taxmann in India. He is well known for his contribution to a large number of professional journals and magazines and he has been delivering lectures and making presentations for the Institute of Company Secretaries of India and other professional bodies. He was a member of the panel set up by the Institute of Cost and Management Accountants of India jointly with the Government of India for introducing and implementing corporate practices in India and was also a member of the Research Committee of the Institute of Company Secretaries of India for its Western Regional office. Currently, Prof Bala, is the visiting faculty of Symbiosis Institute of Business Management at Pune and he is teaching for the management students.

Company

Symbiosis Institute of Business Management

HiTs Africa was established in 2007 by House of Integrated Technologies and Systems, a limited liability company registered in Saudi Arabia (HITS KSA) as an exempted limited liability company registered in the Cayman Islands with an objective of exploring the growing opportunities presented by the telecom sector in Africa. The company’s long term vision is to become a provider of “human communication to connect and improve our customers’’ lives. HiTs Africa intends initially focus on offering telecom services in the identified Target Markets. Currently HiTs Africa is having its expansion plan in Tanzania, Democratic Republic of Congo, Equatorial Guinea and Liberia.

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