Corporate Governance Topics

Corporate and other requirements

  • Corporate governance - making and implementing decisions / the responsible person
  • Good governance and you - transparency / regulation / responsibility / accountability
  • Impact on specific areas: institutions; private / public / listed companies; medicos; HR; accountants and auditors
  • Codes e.g. Code of Corporate Governance
  • Penalties on default
  • A model code for all purposes

Notice

  • What is notice? it is the same as knowledge?
  • Who are the parties? Is one an agent? is there attribution?
  • What of ‘wilfull blindness’ ‘irrationality’?
  • Remedies against the party with notice?
  • Can implied good faith be written into the agreement?
  • Actual / imputed / constructive notice
  • The knowing receipt
  • Notice under Part 8 of the Companies Ordinance (Cap. 622)

Covenants

  • Types: employment; commercial documentation; in loan agreements; restrictive; positive; personal; etc.
  • Clauses including: the entire agreement; non reliance; etc
  • Garden-leave clauses
  • Restraint of trade
  • Default and remedies
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