Directors


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Related to Directors: Directions, Directors Cut

DIRECTORS. Persons appointed or elected according to law, authorized to manage and direct the affairs of a corporation or company. The whole of the directors collectively form, the board of directors.
     2. They are generally invested with certain powers by the acts of the legislature, to which they owe their existence.
     3. In modern corporations, created by statutes, it is generally contemplated by the charter, that the business of the corporation shall be transacted exclusively by the directors. 2 Caines' R. 381. And the acts of such a board, evidenced by a legal vote, are as completely binding upon the corporation, and as complete authority to their agents, as the most solemn acts done under the corporate seal. 8 Wheat. R. 357, 8.
     4. To make a legal board of directors, they must meet at a time when, and a place where, every other director has the opportunity of attending to consult and be consulted with; and there must be a sufficient number present to constitute a quorum. 3 L. R. 574; 13 L. R. 527; 6 L. R. 759. See 11 Mass. 288; 5 Litt. R. 45; 12 S. & R. 256; 1 Pet. S. C. R. 46. Vide Dane's Ab. h.t.
     5. Directors of a corporation are trustees, and as such are required to use due diligence and attention to its concerns, and are bound to a faithful discharge of the duty which the situation imposes. They are liable to the stockholders whenever there has been gross negligence or fraud; but not for unintentional errors. 1 Edw. Ch. R. 513; 8 N. S. 80; 3. L. R. 576. See 4 Mann. & Gr. 552.

References in classic literature ?
"What is the object of that organisation?" the Directors inquired.
All you have to do is buy, buy, buy, and keep on buying to the last stroke, when the directors declare the double dividend.
I'm sixty- two years of age." The directors persisted.
As the day for the opening of the Exposition drew near, the Board of Directors began preparing the programme for the opening exercises.
'We have the honour to inform our Directors that we arrived in Venice on December 6, 1860.
At that very moment, the Director came out of his room.
On the deck the director touched his cap to the two agents, who stood on the bank waving their hats, and turning to an old servant of the Company on his passage to headquarters, said, "Look at those two imbeciles.
The news of the union of the two divisions, that of La Billardiere and that of Clergeot, under one director, had spread through the various offices.
I might have laughed at the director's enthusiasm had I believed it real, but there was something in his tone which indicated got-up raptures.
"But, my lord, if there be no secret of penitence, will the director consent to my being here?"
On the ninth of August Prince Vasili at Anna Pavlovna's again met the "man of great merit." The latter was very attentive to Anna Pavlovna because he wanted to be appointed director of one of the educational establishments for young ladies.
The Director of the Cambridge Observatory to the President of the Gun Club at Baltimore.

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