Board of Directors

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Board of Directors

A group of people comprising the governing body of a corporation.

The shareholders of a corporation hold an election to choose people who have been nominated to direct or manage the corporation as a board. In the past nearly all states required that at least three directors run a corporation. The laws have changed, however, since many corporations have only one or two shareholders and therefore require only one or two directors to serve on the board.

Directors are elected at the first annual meeting of shareholders and at each successive annual meeting for one-year terms, unless they are divided into classes. In a corporation that divides its directors into classes, called a classified board, conditions are often imposed concerning the minimum size of the board, the minimum number of directors to be elected annually, and the maximum number of classes or maximum terms. The purpose of a classified board, which is expressly permitted by most statutes, is to make takeover attempts more difficult by staggering the terms of the directors.

Removal of a director during the course of his or her term may occur for cause by shareholders or by the board itself if there is a provision in the bylaws or articles of incorporation that confers such power upon them. The removal of a director for cause is reviewable by a court. Many jurisdictions have put into effect statutes that concern the removal of directors with or without cause.

The functions of directors involve a fiduciary duty to the corporation. Directors are in control of others' property and their powers are derived primarily from statute.

Directors are responsible for determining and executing corporate policy. For example, they make decisions regarding supervision of the entire enterprise and regarding products and services.

Liabilities of directors extend to both their individual and joint actions. A director who commits a tort against his or her corporation can be held personally liable.

Directors are bound by certain duties such as the duty to act within the scope of their authority and to exercise due care in the performance of their corporate tasks.

board of directors

n. the policy managers of a corporation or organization elected by the shareholders or members. The Board in turn chooses the officers of the corporation, sets basic policy, and is responsible to the shareholders. In small corporations there are usually only three directors. In larger corporations board members provide illustrious names, but the company is often run by the officers and middle-management who have the expertise. (See: corporation)

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Stranghoener has been a member of the company's board of directors since 2003, serving as chairman of the board from October 2015 to August 2017, and independent lead director from August 2017 to date.
During this time, Erwin Stoller served in various executive positions, including as Executive Chairman from 2009 to 2013, and as Chairman of the Board of Directors since 2008.
Babagylych Gylydzhov was appointed the Deputy Chairman of the Board of the State Development Bank of Turkmenistan.
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uscat, Mar 24 (ONA) The Civil Service Employees' Pension Fund's Board today held its 1st meeting for 2010 under the chairmanship of Sayyid Ali bin Hamoud al Busaidi, Minister of the Diwan of Royal Court and Chairman of the Board in the presence of Sheikh Mohammed bin Abdullah al Harthy, Civil Service Minister and Deputy Chairman of the Board and Board members.
According to sources, interviews for the post of new chairman of the board were held but no candidate satisfied the interview authority, therefore, it has been decided to appoint Dr.
Weidman, chairman and chief executive officer of Celanese, is the 2009 chairman of the board of the American Chemistry Council.
Robert Howard, iCAD (ICAD) founder and chairman of the board, has retired to devote more time to personal and philanthropic activities, according to a company announcement.
DeLorenzo, currently on the company's board of directors, has been associated with Dole for more than 37 years, having held various executive positions including president, CEO and vice chairman of the board. Dole's current president and CEO Richard Dahl is to leave the company to pursue personal business interests.
He is Robert McDonald who is now chairman of the board of governors for South Tyneside College.

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