3.4 THE CODIFIED DUTIES OF DIRECTORS
For the first time, some of the duties of a director under common law have been partially codified by Sections 75 and 76 of the Act. These partially codified duties prevail over any conflicting common law duties. If there is no conflict with the codified laws then the Common Law remains applicable. In most instances the codification has not affected any of the common law to the duties of the Directors. Quite the opposite. The codified duties of Directors are more lenient than those of the Common law in some important instances.
The transitional arrangements provide that despite anything to the contrary in a Company’s MOI and the provisions of the Act in respect of the duties, conduct and liabilities of Directors apply to a pre-existing Company as from 1 May 2011.