What I want to emphasise is that this opening statement can be read as if complete in itself if cut off like this:
A director of a company must act in the way he considers, in good faith, would be most likely to promote the success of the company
The reality is that, in my opinion, all that then follows, including references to the benefit of members, must be seen as qualifications on how this short statement I have just extracted can be clarified to make sure it is effective in practice.
I make the point because what this says is that the corporation is not, of itself, an immoral structure, just as tax is not, as I have already argued in itself capable of such judgement until put into practice. The very clear duty of a director is to run that organisation to the best of their ability. That’s it. Nothing more, or less.
So the question to be asked is whether tax avoidance could ever in that case reflect action taken in good faith likely to promote the best interests of the company. I agree with David Quentin that this can actually be reduced to a question that does not even need involve moral language: it simply needs to be asked whether or not the act of avoiding tax is anti-social in that it imposes cost on others or not, and since it does the question is answered that such practice can never in that case be consistent with acting in good faith.
Fascinating really, isn’t it? That leap from “good faith” to “imposing a cost on others”. If running a company in good faith did in fact mean not imposing a cost upon others then it would be pretty difficult to charge the customers for the products of the firm really. Because while getting them to pay for the goods and services might be a cost they think worth paying it’s most definitely a cost, isn’t it? Meaning that charging for goods and services is something not being done in good faith and is therefore something a company shouldn’t do.