Shareholder deadlocks: Complications for directors

MY ARTICLE last week, "Boardroom dramas: shareholders in deadlock" (BT, April 6, 2015) underscored the primary duty of directors to fulfil their fiduciary duties to the company honestly, reasonably, and diligently over any other duty to opposing groups of shareholders.

In this article, I would like to cast the spotlight on the complications for directors arising from shareholder deadlock situations. There are three common complications:

The director as shareholder

When a director is also a shareholder of the company or its related company, …