International Journal For Multidisciplinary Research

E-ISSN: 2582-2160   •   Impact Factor: 9.24

A Widely Indexed Open Access Peer Reviewed Multidisciplinary Bi-monthly Scholarly International Journal

Call for Paper Volume 8, Issue 2 (March-April 2026) Submit your research before last 3 days of April to publish your research paper in the issue of March-April.
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Volume 8 Issue 2
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Duties and Liabilities of Directors under India’s Companies Act, 2013

Author(s) Ms. Priyansha Bhalla
Country India
Abstract This paper examines the duties and liabilities of directors under the Companies Act, 2013, with particular emphasis on their statutory recognition and practical enforcement within India’s corporate governance framework. It analyzes the codification of fiduciary duties under Section 166 and explores the scope of civil and criminal liabilities arising from breaches, including fraud, negligence and misstatements in corporate disclosures. The study also evaluated the concept of “officer in default”, which extends accountability to individuals responsible corporate misconduct. Further, the paper considers the legal protections available to directors, such as the business judgment rule and safeguards for independent directors under Section 149(12), highlighting the balance between accountability and commercial decision making. It also addresses emerging challenges in areas like ESG obligations, digital governance and increased regulatory scrutiny, which have expanded the scope of directors’ responsibilities. The paper concludes that while the Act has strengthened corporate governance, greater clarity and consistencies in enforcement are essential to ensure fairness and effectiveness.
Keywords Directors’ duties, Corporate Governance, Civil Liability, Criminal Liability, Fiduciary Duties
Field Sociology > Administration / Law / Management
Published In Volume 8, Issue 2, March-April 2026
Published On 2026-03-25
DOI https://doi.org/10.36948/ijfmr.2026.v08i02.72430
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E-ISSN 2582-2160
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