director

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Director

One who supervises, regulates, or controls.

A director is the head of an organization, either elected or appointed, who generally has certain powers and duties relating to management or administration. A corporation's board of directors is composed of a group of people who are elected by the shareholders to make important company policy decisions.

Director has been used synonymously with manager.

director

n. a member of the governing board of a corporation or association elected or re-elected at annual meetings of the shareholders or members. As a group the directors are responsible for the policy making, but not day-to-day operation, which is handled by officers and other managers. In some cases, a director may also be an officer, but need not be a shareholder. Most states require a minimum of three directors on corporate boards. Often lay people dealing with corporations confuse directors with officers. Officers are employees hired by the Board of Directors to manage the business. (See: corporation, board of directors)

director

noun administrator, boss, chief, curator, executor, foreman, governor, guide, inspector, leader, manager, overseer, presiding officer, proctor, procurator, superintendent, supervisor
Associated concepts: board of directors, de facto director, de jure director, director's liability, dummy director, interlockkng directorates
See also: administrator, caretaker, chairman, chief, employer, principal, procurator, superintendent

director

a person who conducts the affairs of a company. Directors act as agents of the company, owe fiduciary duties to it and have a duty of care towards it. Directors may have executive functions or they may be non-executive directors, their principal functions being to safeguard the interests of investors. Directors, while not servants of the company as such, have a responsibility to it not dissimilar to the responsibility owed by a trustee to his beneficiaries. Specifically, directors are under duties to exercise their powers for the purposes for which they were conferred and to exercise them bona fide for the benefit of the company as a whole; and not to put themselves in a position in which their duties to the company and their personal interests may conflict.

First directors are usually named in the articles of association; however, it is not uncommon for the articles, instead of naming directors, to contain a power for the subscribers, or a majority of them, to appoint them. Following appointment, the normal procedure is for directors to retire by rotation, although a director's office may be vacated in other circumstances. A retiring director is eligible for re-election and the members at the annual general meeting at which a director retires may fill the vacated office by electing the same or another person to it.

The appointment of directors of a public limited company must be voted on individually unless the members who are present agree by resolution, without dissent, to a single resolution appointing two or more directors. Like trustees, directors are not entitled as of right to remuneration; accordingly, a director has no claim to payment for his services unless, as is usual, there is a provision for payment in the articles. In insolvency proceedings, legislation empowers the court to make a disqualification order disqualifying the persons specified in the order from being directors of companies and from otherwise being concerned with a company's affairs. A company director may be removed by special resolution, notwithstanding anything in the articles or in any agreement between him and the company. Special notice of such a resolution must be given.

References in periodicals archive ?
When I went onto the medical surgical floor looking for her, the medical director arrived, as did the directress of Quality Assurance.
The directress should remember that, in a sense, she herself is also a part of the environment--the most living part of it, too.
The teacher in a Montessori classroom is not called a teacher, rather she is called a directress.
Negotiations for the maintenance of our institution devolved upon the American directress, aided and advised by the United States Embassy, the French element being prudently kept in the background.
23) With others in the Ladies' Prison-Discipline Society and as First Directress of the Women's Prison Association of New York, Sedgwick again extended practices of private society into public institutions, undertaking "prison-visiting" to Blackwell's Island and the Tombs and instituting conventions of polite conversation and conversational readings at the Home for Discharged Female Convicts (Sedgwick, Life and Letters 420).
Cooper envisioned her as directress of a new venture which would involve
Modern literature, on the contrary, is a gay Coquette, fluttering, fickle, vain; followed by a train of flatterers; besieged by a crowd of pretenders; courted, she courts again; receives delicious praise, and dispenses it; is impatient for applause; pants for the breath of popularity; renounces eternal fame for a newspaper pug trifles with all sorts of arts and sciences; coquettes with fifty accomplishments--mille ornatus habit, mille decenter; is the subject of polite conversation; the darling of private parties; the go-between in politics; the directress of fashion; the polisher of manners; and like her winged prototype in Spenser, 'Now this now that, she tasteth tenderly', glitters, flutters, buzzes, spawns, dies,--and is forgotten
Born in New Zealand, she left her home country in her early twenties to attend the Sydney Art School and the Australian Film and Television School, and is now professionally located in Sydney, calling herself an "Aussie directress.
20) Sedgwick's service began with the "deserving poor" (impoverished Sunday school children, homeless orphans, or poor women seeking employment through the House of Industry) and ended with her position from 1848-1863 as First Directress of the Home for Discharged Female Convicts (later incorporated as the Women's Prison Association and Home), service that involved Sedgwick's taking "fallen" women into her own home.
the camp directress, teaches the girls about the antithesis between Democracy (good) and Communism (evil).
A case in point: The directress of the convent where I was staying in Florence stopped me one day shortly after hanging a rainbow-colored "Peace" banner (PACE) in the reception room where mainly students, French, German and American tourists were greeted on their way to their rooms.
But the school magazine, like any other of its ilk, was reporting wider achievements too: one opening a kindergarten for poor children on the Warwick Road, another working as directress of the Girls' High School in Istanbul, another as the manager of Clapham Maternity Hospital.