DIRECTOR DUTIES AND LIABILITIES UNDER THE COMPANIES ACT, 2013: A REGULATORY PERSPECTIVE

The position of directors within corporate governance assumes paramount importance in the context of contemporary corporate regulation with escalating significance in light of recurring corporate failure and corporate governance scandals around the world. In India specifically, it may be stated with prima facie support that the legislative changes reflected in the Companies Act, 2013 mark an important shift from judge-made fiduciary rules toward codified rules governing duties and liabilities attached to directors' functions in corporate regulation in India. The article aims at casting an important light specifically with reference to the position of directors from a legislative viewpoint in light of the provisions included in the Companies Act, 2013, with emphasis specifically with reference to the duties set out in Section 166 and liabilities ensuring from their infringement. The author also assesses and evaluates the contribution and efforts made by the enforcement agencies, like the Ministry of Corporate Affairs, the Serious Fraud Office, and the National Company Law Tribunal, and also the conflict between over-deterrence and over criminalization.