In this article, Andrew Bowen examines the issue of Directors' duties under the Companies Act given the number of recent cases involving allegations of unfairly prejudicial conduct in quasi partnership companies. He looks specifically at the case of Croly v Good, which is of particular interest given the attention paid by the court to the issue of whether the company was in fact a quasi partnership and the appropriate date for valuation of shares. This article originally appeared in issue 110 of W. Greens Business Law Bulletin and is reproduced here with their kind permission.