LIJDLR

Corporate Governance

NAVIGATING CORPORATE COMPLEXITIES THE DIVERGENCE OF COMPANY LAW FROM GENERAL LEGAL PRINCIPLES

NAVIGATING CORPORATE COMPLEXITIES THE DIVERGENCE OF COMPANY LAW FROM GENERAL LEGAL PRINCIPLES Sania S. Bafna, B. B. A. LL.B. (Hons.), Jindal Global Law School Download Manuscript doi.org/10.70183/lijdlr.2024.v02.57 This paper explores the distinct nature of Company Law, which diverges from general legal principles through the implementation of specialized rules that supersede broader statutory frameworks. The focus is on how these unique provisions, tailored to address corporate complexities such as governance structures, shareholder rights, and board accountability, create a distinct legal environment for corporate entities. The analysis is centered around the Companies Act, 2013 (India), particularly sections 166 (Duties of Directors) and 179 (Powers of the Board), which exemplify how company law overrides general legal principles in favor of detailed, corporation-specific regulations. The landmark case Salomon v. A. Salomon & Co. Ltd.[1] Is used to demonstrate the principle of separate legal personality, illustrating a key divergence from traditional legal doctrines, particularly in matters of liability and corporate autonomy. The study further examines the corporate veil doctrine, exploring its application through cases such as Adams v. Cape Industries Plc.[2] and Prest v. Petrodel Resources Ltd.,[3] To understand the circumstances under which courts may pierce the corporate veil, revealing the interplay between specialized company law provisions and general legal principles. A comparative analysis of regulatory frameworks in India, the UK, and the US is conducted to assess how specific statutory exceptions influence corporate governance and board accountability. This paper draws on authoritative texts like Gower’s Principles of Modern Company Law and Bainbridge’s Corporate Law: Theory and Practice to frame these deviations within a broader legal context. The hypothesis guiding this paper is that the specialized nature of company law, particularly its statutory exceptions and detailed regulations, reflects a deliberate legal strategy to balance corporate autonomy with accountability. By prioritizing tailored governance structures over-generalized legal frameworks, company law not only addresses the unique needs of corporate entities but also poses significant implications for the coherence and consistency of the broader legal system. The paper concludes by evaluating these implications, considering whether the exceptions in company law strike an effective balance between specialized regulation and general legal principles, or whether they create unintended complexities within the legal landscape. Type Information Research Paper LawFoyer International Journal of Doctrinal Legal Research, Volume II, Issue IV, Page 357-375. Creative Commons Copyright This work is licensed under a Creative Commons Attribution-NonCommercial 4.0 International License. © Authors, 2024

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NEED AND PURPOSE OF INTERPRETATION OF STATUTES

NEED AND PURPOSE OF INTERPRETATION OF STATUTES Asmita Shrivastava, Student at Narsee Monjee Institute of Management Studies, Indore Download Manuscript ABSTRACT Interpretation of statutes is a technique of giving the enactment’s words their standard, natural meaning in order to discover the actual meaning of it. It is the method of determining the actual meaning of the statute’s words. Since the courts are not allowed to interpret cases arbitrarily, numerous principles have emerged as a result of their ongoing activities. These guidelines are at times referred to as “rules of interpretation”. There are four rules of interpretation of statutes that have been utilized by courts in the process of interpreting the statutes in various landmark judgements. These are the literal rule of interpretation, mischief rule of interpretation, golden rule of interpretation and the rule of harmonious construction. The literal rule is also known as the plain reading rule, which gives the original, natural and precise meaning of the words used in the statute without any inclusion or replacement of words. The mischief rule is also known as the Heydon’s rule, which aims to determine the mischief and defects in the statute and find out a remedy to cure the mischief and defects of the statute. The golden rule is also known as the British rule, which allows flexibility in the process of interpretation by permitting deviations from the exact meaning of the words that result in absurd outcomes. The rule of harmonious construction is also known as the thumb rule of interpretation, which is used for harmonizing the two provisions of a statute in case of a conflict between them in such a way that neither of their interests are nullified and maximum benefit can be derived from them. Interpretation is a widely recognized activity that holds significant value. The interpretation of laws is essential for comprehending obscure language, executing the law in particular circumstances, to settle conflicts, and upholding uniformity. Type Information Research Paper LawFoyer International Journal of Doctrinal Legal Research, Volume II, Issue I, Page 381-397. Creative Commons Copyright This work is licensed under a Creative Commons Attribution-NonCommercial 4.0 International License. Copyright © LIJDLR 2024

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THE ROLE OF CORPORATE GOVERNANCE IN MANAGING CYBERSECURITY RISKS: A COMPREHENSIVE ANALYSIS

THE ROLE OF CORPORATE GOVERNANCE IN MANAGING CYBERSECURITY RISKS: A COMPREHENSIVE ANALYSIS Kashish Agarwal, Bcom/LLB/ 3year/ 6 semester student. Mohit Shah, Bcom/LLB/ 3year/ 6 semester student. Download Manuscript ABSTRACT Cybersecurity risks have become increasingly prevalent and impactful in the modern business landscape, posing significant threats to organizations’ operations, finances, and reputation. As a result, effective management of cybersecurity risks has become a critical priority for businesses across industries. This research paper explores the role of corporate governance in addressing and mitigating cybersecurity risks comprehensively. Drawing on a diverse range of scholarly literature, industry reports, and case studies, this paper provides an in-depth analysis of how corporate governance practices influence an organization’s ability to manage cybersecurity risks effectively. The study examines the roles and responsibilities of boards of directors, executive management, and other stakeholders in setting the tone for cybersecurity governance within an organization. It explores the importance of integrating cybersecurity considerations into corporate strategy, risk management processes, and internal controls. Furthermore, the paper discusses the impact of regulatory requirements, industry standards, and best practices on shaping cybersecurity governance frameworks. Through the synthesis of empirical evidence and practical insights, this analysis offers valuable recommendations for enhancing cybersecurity governance practices to strengthen organizational resilience against cyber threats. Type Information Research Paper LawFoyer International Journal of Doctrinal Legal Research, Volume II, Issue I, Page 352-380. Creative Commons Copyright This work is licensed under a Creative Commons Attribution-NonCommercial 4.0 International License. Copyright © LIJDLR 2024

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ROLE OF INDEPENDENT DIRECTOR IN CORPORATE GOVERNANCE

ROLE OF INDEPENDENT DIRECTOR IN CORPORATE GOVERNANCE Nancy Singh Suryavanshi, 4th year BA LLB (Hons.) student at Narsee Monjee Institute of Management Studies, Bengaluru. Download Manuscript ABSTRACT This article aimed to identify the different concepts of IDs in corporate governance. The term “corporate governance” refers to the structure for managing and overseeing a company. “ID” refers to board members who are not directly affiliated with the company or its administration. In addition to balancing the board’s authority with that of senior management, IDs are brought in to ensure that all board decisions are made from a fair and balanced vantage point. Particularly in publicly traded companies with ownership and control being kept separate, where IDs play a crucial role in corporate administration. In the backdrop of high-profile corporate scandals, the role and effectiveness of IDs in corporate governance have come under scrutiny in recent years. This research paper talks about the function of the ID in the context of corporate governance and its role, legal responsibility, and liabilities. The paper also discusses the challenges faced by IDs in carrying out their duties, such as the potential for conflict with other board members or the need to balance their obligations to different stakeholders, with a comparative analysis between IDs and Executive directors. Additionally, the abstract highlights the benefits that IDs bring to an organization, including increased transparency and accountability, improved decision-making, and enhanced investor confidence. Type Information Research Paper LawFoyer International Journal of Doctrinal Legal Research, Volume I, Issue III, Page 167- 184. Creative Commons Copyright This work is licensed under a Creative Commons Attribution-NonCommercial 4.0 International License. Copyright © LIJDLR 2023 Recent content ROLE OF INDEPENDENT DIRECTOR IN CORPORATE GOVERNANCE Water Rights And Climate Change: An Analysis Of Transboundary Water Conflicts Amidst Environmental Challenges In The Indus Region With Specific Reference To The Indus Waters Treaty Of 1960 Alternative Dispute Resolution Mechanism In India: Limitations And Recommendations Parallel Paths: Analysing The Overlapping Jurisdiction Of Cci And Sectoral Regulators In India CONTEMPORARY CONSTITUTIONAL CHALLENGES IN INDIA : AN ANALYSIS OF KEY ISSUES ADMINISTRATION OF A NON-GOVERNMENTAL ORGANISATION

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