Functions, Powers & Duties of Directors

This course provides an in-depth overview of the legal, regulatory, and governance responsibilities of company directors under Maltese law. Participants will explore the powers and functions of directors within the corporate structure, the distinction between executive and non-executive roles, and the collective decision-making processes of the board. The session will cover statutory duties under the Companies Act, fiduciary and ethical obligations, conflicts of interest, and the implications of non-compliance. Through real-life examples and case discussions, attendees will gain a deeper understanding of directors’ liabilities, corporate governance best practices, and the expectations of supervisory authorities and stakeholders. This course aims to strengthen practical awareness, enhance board effectiveness, and promote responsible corporate leadership.

The Speaker

Dr Adrian Cutajar is a financial services professional focusing extensively on corporate law, regulatory and compliance matters. Adrian acts as compliance officer and company secretary for licence holders authorised by the Malta Financial Services Authority (MFSA) as well as international groups established in Malta.

He acted as company secretary of Global Capital plc., a financial services group (including its Maltese regulated subsidiaries), listed on the Malta Stock Exchange as well as local banks. Adrian holds a doctorate in laws with a specialisation in financial services. Since 2003, Adrian advised clients with respect to MFSA applications, on-going regulatory obligations, listings, corporate financing transactions, company re-organisations and VC funding. Adrian is a co-founder and executive director at Artio, a boutique firm based in Malta providing corporate, fiduciary and compliance services to regulated entities and large groups established in Malta. For the past 10 years, Adrian has also developed training programmes for officers of Maltese companies focusing on corporate law, obligations of directors under Maltese law, corporate governance and regulatory developments.