Directors and creditors : law and liability / John M. Wood, Sofia Ellina and John Tribe.

Oxford : Oxford University Press, 2026.

1st edition

203277

Bankruptcy -- Great Britain.

Debtor and creditor -- Great Britain.

Directors of corporations -- Great Britain -- Legal status, laws, etc.

Part A: Introduction

1. Introduction

PART B: Sequana: implications and challenges

2. Insolvency: what it means and why it matters for directors' duties

3. The unexplored potential of section 423 of the insolvency Act 1986

4. The interests of creditors

5. Oscillating between shareholder and creditor interests in limited liability companies

6. The relationship between shareholder ratification and Duomatic principles and the creditor interest duty post Sequana

7. The modern company as a separate legal entity

8. Shifting and surrounding sands: comparative views on director duties in the zone of insolvency

9. The legacy of Sequana

Part C: Broader issues concerning directors and creditors

10. What are the actual fiduciary duties for a director?

11. A body to be kicked: the liability of a company director for a company's costs

12. Resolving the stakeholder indeterminacy problem in the communitarian bankruptcy debate: a post Sequana analysis

13. Addressing the knowledge gap in directors' insolvency duties and liabilities

14. Director liability: behind the veil and the scope for accessory liability

15. Wrongful trading: scope and challenges

16. Fraudulent trading: considerations for office-holders from an insolvency practitioner's perspective

17. Creditor duty and corporate sustainability

18. Creditors' redress against: directors of insolvent companies

19. Conceptual challenges for creditors of companies

20. Directors' duties in climate change litigation

21. Rethinking directors' liability: an integrative 'deepening theory' approach

Part D: International perspectives

22. The international complexities of Section 423 of the Insolvency Act 1986 in the Sequana case

23. The relationship between the creditors' duty and other duties of directors

24. Directors' duties, the 'initiation problem', and SME restructuring in Australia: the law and non-law factors at play

25. Steering through storms: directors' duties during business distress

26. The creditor duty in the European Union: insights from the preventive restructuring directive

Part E: Conclusion

27. Conclusion.

This new work explores the evolving challenges faced by directors and creditors in both corporate and insolvency contexts. Structured in five parts, it offers a rigorous yet practical examination of key legal developments and their implications for practice and policy. The volume opens with a foundational overview of the legal principles that shape the director-creditor relationship, before turning to the landmark Supreme Court decision in BTI 2014 LLC v Sequana SA and others [2022] UKSC 25. This pivotal case has reshaped the legal landscape, influencing how courts and practitioners approach limited liability, wrongful trading, transactional avoidance, and directors' duties—particularly the creditor duty and the definition of insolvency. Subsequent chapters broaden the scope to address contemporary issues beyond Sequana, many of which are relevant to both solvent and insolvent companies. Topics include fiduciary duties, directors' personal liability, fraudulent and wrongful trading, corporate sustainability, creditor vulnerability, and the growing impact of climate change litigation. The discussion then extends to a global scale, examining how Sequana has influenced legal thinking across jurisdictions including the EU, Australia, the US, Singapore, Hong Kong, and Canada. With a focus on both common law and civil law systems, the book offers a comparative perspective on global efforts to refine insolvency frameworks and harmonise corporate governance standards. Combining detailed legal analysis with practical insights, Directors and Creditors: Law and Liability is an essential resource for legal practitioners, academics, and policymakers navigating the complexities of modern corporate and insolvency law. - Publisher's website.

Includes bibliographical references and index.

9780198932772

lviii, 598 pages ; 26 cm