professional player - directors duties

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4 Visit: theprofessionalplayer.co.uk “I wasn’t feeling any crazy levels of pressure this time around. Although last season was intense, I feel this year still has a similar level of intensity. e difference is this year I feel much better in terms of my own confidence and that has guided me. I feel like I am driving just as well as last year if not better.” e Mercedes front man has already won 10 races this year and if he wins the last three GPs in Mexico, Brazil and Abu Dhabi, he will equal the record for the most wins in a season [13] which is shared by Michael Schumacher and Sebastian Vettel. Surprisingly, Hamilton, who played in the same team as Manchester United winger Ashley Young when they were at school together, believes he would have gone on to play professional football if he hadn’t have found his way in motorsport. In his autobiography he even claims, “I had more pace than Ashley Young at the time - I was bigger than him - but he was more skillful.” But it’s his natural talent and skillful consistency behind the wheel that has catapulted Hamilton from the dusty tracks of the British Cadet Kart championships to the bright lights and glamour of Formula 1. Hamilton’s sensational rookie season in 2007 - in which he lost out on the world championship by a single point is still widely renowned as the greatest maiden year in the history of the sport. But the ever-so humble Hamilton attributes much of his success to his family orientated upbringing in Stevenage where he began racing as nothing more than a hobby. In 2007 Hamilton was crowned Formula One’s youngest-ever Champion, aged just 23. But with success came an unwarranted exposure to the media spotlight and the Champion admits he had a troubled relationship with the press in those early days. “ere was always a billion cameras in front of my face, all this stuff just rushes at you, especially when you have success,” reminds Hamilton. “ere was no preparation for it, zero.” “I was prepared for all the races, I had been training for years but I had no training for posing in front of the camera or speaking to the media, what to say and what not to say. ose first years were pretty difficult and I made lots of mistakes.” Hamilton, who made the switch to Mercedes in 2012 in a deal thought to be worth as much as $100million, has since adjusted to the struggle with fame and endless media scrutiny, perhaps another sign of that new level of confidence and maturity that he fondly recalled earlier. He said: “ere was a point in my life when I tried to keep it all separate and stay away from cameras and keep everything private. I wasn’t very accepting to the way my life was changing in terms of my personal space. I didn’t know how to take it.” “Over the last four or five years I have started to embrace the experience. I thought, ‘you know what, I am a Formula 1 racing driver and this is how it is. ere’s going to be cameras, you’re going to attract attention but you’re one of the very few people to be in this blessed position and you need INTERVIEW Lewis Hamilton to accept it and take pride in it’.” “Now I’m much more open and I think well if you’re going to take a picture, get a good one,” he laughs. Despite his new outlook on fame, Hamilton admits there are still times when you crave some anonymity and want the luxury of going about your everyday business without being spotted. Luckily for Hamilton, he’s found his safe haven. “If you want some private time then you’ve got to make it happen, it’s no good wishing for it. I spend a lot of time in the USA. I have a home up in the mountains and there’s never been a camera there.” “I can be in the scruffiest clothes – some Timberlands, tracksuit bottoms and a big puffer jacket – and I can go to the stores or just chill. No one ever notices me there so that’s my getaway.” “It’s not like when you’re chilling at the beach and you think you’re there alone and then the next day there’s a picture of you in the paper picking your nose,” he jokes. Hamilton has vowed not to change his jet-set lifestyle despite the critics’ reaction to appearing on the front row for countless fashion shows, partying in Monaco with showbiz pals and watching world title fights in Las Vegas - all between races. But Hamilton confirms that whilst winning another World Championship is still his utmost priority, he plans to continue to enjoy all the fruits of fame and success. “Managing my lifestyle and race weekend isn’t a problem for me,” he said. “I switch in and out of race mode and I’ve been able to do that since I was young. “People put you in a box and say this is how previous Formula 1 drivers used to be so this is how you have to be. To break that mould without taking any criticism is really difficult.” “I’ve really had to wait to get the timing just right. When I started winning races last year, I was able to start doing my own thing and I am still turning out results so they can’t say anything about what I choose to do in my free time. Now, I’m 30 and I’m a two-time world champion, I think I’ve earned it.” “at said, I never imagined things could become this huge. I started watching Formula 1 with my dad when I was five years old and I loved cars. Children are often inspired by the toys they play with and they usually want to be a fireman or a Ninja Turtle. I wanted to be Superman but being a three-time Formula 1 world champion like Ayrton Senna came a very close second,” jokes Hamilton. THE END! I switch in and out of race mode and I’ve been able to do that since I was young.” Q. What obligations do I take on by becoming a company director? A director of a company owes certain duties to that company. e 7 general statutory duties of company directors are: to act within powers to promote the success of the company to exercise independent judgment to exercise reasonable care, skill and diligence to avoid conflicts of interest between the director’s interests and the company’s interests not to accept benefits from third parties to declare any interest in a proposed transaction or arrangement In addition, directors should consider the interests of the company’s creditors and keep the company’s affairs confidential. Q. What are the consequences of breaching my duties as a company director? You are expected to keep yourself informed about what is going on in your company. It is dangerous for directors to turn a blind eye, particularly in relation to the company’s financial situation. You are not generally responsible for the actions of other directors. if you knew nothing about them and took no part, but you could be held personally liable for losses resulting from illegal acts, acting beyond your powers or failing to use sufficient care and skill. Q. Do I need to attend board meetings? In practice, the directors of a company will need to have at least one board meeting each year to approve the annual accounts that will need to be submitted to Companies House. Additional board meetings will be required whenever a decision is to be taken which requires board approval. It is often possible to hold board meetings over the telephone, so there may not be a need for you to attend in person, though this will depend upon the provisions of the company’s articles of association. Q. Do I have to disclose my residential address to Companies House? You will have to give your residential address to Companies House when you are appointed as a director, but it will not be made available to the general public. However, in certain circumstances, Companies House can disclose a director’s residential address to public authorities such as the police and HMRC, and to credit reference agencies. Q. What if I don’t want to be a director of a specific company any more? If there are no provisions relating to retirement as a director in any service Are you a Company Director? Don’t get caught offside... Being a company director seems to go hand in hand with being a footballer these days, but what legal obligations do you take on as a result? Karen Ozdamar, Corporate Lawyer at Howard Kennedy sets out some of the considerations. 5 contract that you may have with the company or in the company’s articles of association, you can generally resign as a director at any time by giving notice to the company. It will be the company’s responsibility to notify Companies House of your resignation. Remember though that resigning as a director does not allow you to walk away from problems that occurred while you were a director, and if you continue to exert influence over the board after your resignation, you could still be liable in legal proceedings if the courts treat you as a “shadow director”. Q. Can’t my lawyers deal with the administrative tasks for me? As the case of Lionel Messi recently highlighted, no matter who you are, you will be expected to understand the legal documents that you have signed. Your lawyer can explain the implications of anything that you might need to sign in the context of your business or personal dealings, and can deal with most administrative tasks for you. Howard Kennedy acts for a significant number of sports men and women and we understand the sports industry from both a legal and commercial perspective. We are here to help you with issues that affect your business and personal life. Congratulations to Lewis Hamilton on winning the 2015 Formula One Driver’s World Championship. Three down, many more to come! From the Howard Kennedy members of #TeamLH For further information please contact: Lois Langton: [email protected] or Fiona Hinds: [email protected] Joint heads of the Sport Individuals team C o n g r a tul a ti o n s 5

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Karen Ozdamar looks at the legal obligations company directors need to be aware of.

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Page 1: Professional Player - Directors Duties

4 5Visit: theprofessionalplayer.co.uk

“I wasn’t feeling any crazy levels of pressure this time around. Although last season was intense, I feel this year still has a similar level of intensity. The difference is this year I feel much better in terms of my own confidence and that has guided me. I feel like I am driving just as well as last year if not better.”The Mercedes front man has already won 10

races this year and if he wins the last three GPs in Mexico, Brazil and Abu Dhabi, he will equal the record for the most wins in a season [13] which is shared by Michael Schumacher and Sebastian Vettel.Surprisingly, Hamilton, who played in the same

team as Manchester United winger Ashley Young when they were at school together, believes he would have gone on to play professional football if he hadn’t have found his way in motorsport. In his autobiography he even claims, “I had more

pace than Ashley Young at the time - I was bigger than him - but he was more skillful.”But it’s his natural talent and skillful consistency

behind the wheel that has catapulted Hamilton from the dusty tracks of the British Cadet Kart championships to the bright lights and glamour of Formula 1. Hamilton’s sensational rookie season in 2007 - in

which he lost out on the world championship by a single point is still widely renowned as the greatest maiden year in the history of the sport.

But the ever-so humble Hamilton attributes much of his success

to his family orientated

upbringing in Stevenage where he began racing as nothing more than a hobby.

In 2007 Hamilton was crowned Formula One’s youngest-ever Champion, aged just 23. But with success came an unwarranted exposure to the media spotlight and the Champion admits he had a troubled relationship with the press in those early days.

“There was always a billion cameras in front of my face, all this stuff just rushes at you, especially when you have success,” reminds Hamilton. “There was no preparation for it, zero.”

“I was prepared for all the races, I had been training for years but I had no training for posing in front of the camera or speaking to the media, what to say and what not to say. Those first years were pretty difficult and I made lots of mistakes.”

Hamilton, who made the switch to Mercedes in 2012 in a deal thought to be worth as much as $100million, has since adjusted to the struggle with fame and endless media scrutiny, perhaps another sign of that new level of confidence and maturity that he fondly recalled earlier.

He said: “There was a point in my life when I tried to keep it all separate and stay away from cameras and keep everything private. I wasn’t very accepting to the way my life was changing in terms of my personal space. I didn’t know how to take it.”

“Over the last four or five years I have started to embrace the experience. I thought, ‘you know what, I am a Formula 1 racing driver and this is how it is. There’s going to be cameras, you’re going to attract attention but you’re one of the very few people to be in this blessed position and you need

INTERVIEW Lewis Hamilton

to accept it and take pride in it’.”“Now I’m much more open and I think well if

you’re going to take a picture, get a good one,” he laughs.Despite his new outlook on fame, Hamilton

admits there are still times when you crave some anonymity and want the luxury of going about your everyday business without being spotted. Luckily for Hamilton, he’s found his safe haven. “If you want some private time then you’ve got to

make it happen, it’s no good wishing for it. I spend a lot of time in the USA. I have a home up in the mountains and there’s never been a camera there.” “I can be in the scruffiest clothes – some

Timberlands, tracksuit bottoms and a big puffer jacket – and I can go to the stores or just chill. No one ever notices me there so that’s my getaway.” “It’s not like when you’re chilling at the beach and

you think you’re there alone and then the next day there’s a picture of you in the paper picking your nose,” he jokes.Hamilton has vowed not to change his jet-set

lifestyle despite the critics’ reaction to appearing on the front row for countless fashion shows, partying in Monaco with showbiz pals and watching world title fights in Las Vegas - all between races. But Hamilton confirms that whilst winning another World Championship is still his utmost priority, he plans to continue to enjoy all the fruits of fame and success. “Managing my lifestyle and race weekend isn’t

a problem for me,” he said. “I switch in and out of race mode and I’ve been able to do that since I was young. “People put you in a box and say this is how

previous Formula 1 drivers used to be so this is how you have to be. To break that mould without taking any criticism is really difficult.”“I’ve really had to wait to get the timing just right.

When I started winning races last year, I was able to start doing my own thing and I am still turning out results so they can’t say anything about what I choose to do in my free time. Now, I’m 30 and I’m a two-time world champion, I think I’ve earned it.”“That said, I never imagined things could become

this huge. I started watching Formula 1 with my dad when I was five years old and I loved cars. Children are often inspired by the toys they play with and they usually want to be a fireman or a Ninja Turtle. I wanted to be Superman but being a three-time Formula 1 world champion like Ayrton Senna came a very close second,” jokes Hamilton. THE END!

I switch in and out of race mode and I’ve been able to do that since I was young.”

Q. What obligations do I take on by becoming a company director? A director of a company owes certain duties

to that company. The 7 general statutory duties of company directors are:

• to act within powers• to promote the success of the company• to exercise independent judgment• to exercise reasonable care, skill

and diligence• to avoid conflicts of interest between

the director’s interests and the company’s interests

• not to accept benefits from third parties• to declare any interest in a proposed

transaction or arrangementIn addition, directors should consider the

interests of the company’s creditors and keep the company’s affairs confidential.

Q. What are the consequences of breaching my duties as a company director? You are expected to keep yourself informed

about what is going on in your company. It is dangerous for directors to turn a blind eye, particularly in relation to the company’s financial situation. You are not generally responsible for the actions of other directors. if you knew nothing about them and took

no part, but you could be held personally liable for losses resulting from illegal acts, acting beyond your powers or failing to use sufficient care and skill.

Q. Do I need to attend board meetings?In practice, the directors of a company will need

to have at least one board meeting each year to approve the annual accounts that will need to be submitted to Companies House. Additional board meetings will be required whenever a decision is to be taken which requires board approval. It is often possible to hold board meetings over the telephone, so there may not be a need for you to attend in person, though this will depend upon the provisions of the company’s articles of association.

Q. Do I have to disclose my residential address to Companies House? You will have to give your residential address

to Companies House when you are appointed as a director, but it will not be made available to the general public. However, in certain circumstances, Companies House can disclose a director’s residential address to public authorities such as the police and HMRC, and to credit reference agencies.

Q. What if I don’t want to be a director of a specific company any more? If there are no provisions relating to

retirement as a director in any service

Are you a Company Director? Don’t get

caught offside...Being a company director seems to go hand in hand

with being a footballer these days, but what legal obligations do you take on as a result? Karen Ozdamar,

Corporate Lawyer at Howard Kennedy sets out some of the considerations.

5

contract that you may have with the company or in the company’s articles of association, you can generally resign as a director at any time by giving notice to the company. It will be the company’s responsibility to notify Companies House of your resignation. Remember though that resigning as a director does not allow you to walk away from problems that occurred while you were a director, and if you continue to exert influence over the board after your resignation, you could still be liable in legal proceedings if the courts treat you as a “shadow director”.

Q. Can’t my lawyers deal with the administrative tasks for me? As the case of Lionel Messi recently highlighted,

no matter who you are, you will be expected to understand the legal documents that you have signed. Your lawyer can explain the implications of anything that you might need to sign in the context of your business or personal dealings, and can deal with most administrative tasks for you.Howard Kennedy acts for a significant number

of sports men and women and we understand the sports industry from both a legal and commercial perspective. We are here to help you with issues that affect your business and personal life.

Congratulations to Lewis Hamilton on winning the 2015 Formula One Driver’s World Championship. Three down, many more to come! From the Howard Kennedy members of #TeamLH

For further information please contact:

Lois Langton: [email protected]

or Fiona Hinds: [email protected]

Joint heads of the Sport Individuals teamCongratulations

5