CMS Expert Guide for directors and CEOs

Welcome to the CMS Expert Guide for Directors and CEOs, last updated in June 2024. In carrying out their roles, company directors and CEOs must ensure compliance with the complex and evolving legal and regulatory frameworks which shape good practice for corporate governance matters.

Written by our leading local experts, this guide presents the key legal frameworks affecting company directors and CEOs across nearly 40 countries worldwide, and outlines the essential duties, responsibilities, and potential liabilities they may be subject to in each jurisdiction.

With the growing international emphasis on environmental, social and governance (ESG) issues, ESG is more intertwined than ever with good corporate governance and is increasingly forming an integral part of directors’ duties worldwide. It is perhaps the most rapidly evolving aspect of corporate governance and in many cases the changes underway have, or are expected to have, far-reaching implications for corporate leaders as well as the companies they lead. Therefore, in this latest edition of the guide, we begin each chapter by addressing questions about specific ESG related duties and responsibilities before moving on to more general directors' duties.

In the EU in particular, there is a wide range of existing or proposed ESG related regulations. We are pleased to include a new supplement to this guide (available here) which provides additional details on the current key EU-wide ESG related regulations that may impact company directors and CEOs. These are also referenced where of particular relevance in specific jurisdictional chapters.

Unless otherwise stated in any particular chapter, this guide reflects the law in force in each jurisdiction as at June 2024. We intend to update it periodically to reflect important changes as they happen.