Roles and responsibilities of directors and boards
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It is the heart-felt story of a man's inner and outer journey on a quest for what we all want in life: significance and meaning. Author Mike Frank made a boyhood vow that propelled him into the highflying corporate world. This world measured a man by his financial and material success. He helped This is an amazing book. He helped build a company worth billions MFS , and was a founder of another Level 3 Communications worth over billion. He continued to be blessed by life's riches, with a lovely wife and four children, and still things were going great.
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The ladder skywards was never-ending; the rewards were abundant Suddenly the money and status became meaningless. It could not fill the empty hole in his soul. From that time, Mike Frank began an inner journey, and turned his back on the outer trappings. In a story told simply and humbly, but with compelling honesty, the author has looked inside himself and found what everyone needs to learn in life: there is no success without significance and wealth is a by-product, not a goal.
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Steven Denny added it Jun 08, Tim marked it as to-read Jun 29, There are no discussion topics on this book yet. About Mike Frank. Determine and review company goals. Determine company policies. Brefi Group facilitates corporate retreats to help boards review strategy or develop vision, mission and values statements.
Prosperity With Purpose: An Executive's Search For - Lib
Review and evaluate present and future opportunities, threats and risks in the external environment and current and future strengths, weaknesses and risks relating to the company. Determine strategic options , select those to be pursued, and decide the means to implement and support them. Determine the business strategies and plans that underpin the corporate strategy. Ensure that the company's organisational structure and capability are appropriate for implementing the chosen strategies.
Delegate authority to management , and monitor and evaluate the implementation of policies, strategies and business plans. Determine monitoring criteria to be used by the board. Ensure that internal controls are effective. Communicate with senior management.
Prosperity With Purpose: An Executive's Search For
Brefi Group's free e-course includes a module on delegation to management. You could subscribe to the e-course , or access the module here. Ensure that communications both to and from shareholders and relevant stakeholders are effective. Understand and take into account the interests of shareholders and relevant stakeholders.
Monitor relations with shareholders and relevant stakeholders by gathering and evaluation of appropriate information. Promote the goodwill and support of shareholders and relevant stakeholders. Directors look after the affairs of the company, and are in a position of trust. They might abuse their position in order to profit at the expense of their company, and, therefore, at the expense of the shareholders of the company.
Consequently, the law imposes a number of duties, burdens and responsibilities upon directors, to prevent abuse. Much of company law can be seen as a balance between allowing directors to manage the company's business so as to make a profit, and preventing them from abusing this freedom. In some circumstances, a director can be required to help pay the debts of his company, even though it is a separate legal person.
For example, directors of a company who try to 'trade out of difficulty' and fail may be found guilty of 'wrongful trading' and can be made personally liable. Directors are particularly vulnerable if they have acted in a way which benefits themselves. The directors must always exercise their powers for a 'proper purpose' — that is, in furtherance of the reason for which they were given those powers by the shareholders. Directors must act in good faith in what they honestly believe to be the best interests of the company, and not for any collateral purpose.
This means that, particularly in the event of a conflict of interest between the company's interests and their own, the directors must always favour the company. Directors must act with due skill and care. Directors must consider the interests of employees of the company.
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- Appointment of directors.
Brefi Group provides a range of customised director development and training services. A director, or the secretary at the request of a director, may call a directors' meeting. A secretary may not call a meeting unless requested to do so by a director or the directors. Each director must be given reasonable notice of the meeting, stating its date, time and place. Commonly, seven days is given but what is 'reasonable' depends in the last resort on the circumstances. Legally speaking, there is no distinction between an executive and non-executive director.
Yet there is inescapably a sense that the non-executive's role can be seen as balancing that of the executive director, so as to ensure the board as a whole functions effectively. Where the executive director has an intimate knowledge of the company, the non-executive director may be expected to have a wider perspective of the world at large. The articles usually provide for the election of a chairman of the board. They empower the directors to appoint one of their own number as chairman and to determine the period for which he is to hold office.
If no chairman is elected, or the elected chairman is not present within five minutes of the time fixed for the meeting or is unwilling to preside, those directors in attendance may usually elect one of their number as chairman of the meeting. The chairman will usually have a second or casting vote in the case of equality of votes. Unless the articles confer such a vote upon him, however, a chairman has no casting vote merely by virtue of his office. Since the chairman's position is of great importance, it is vital that his election is clearly in accordance with any special procedure laid down by the articles and that it is unambiguously minuted; this is especially important to avoid disputes as to his period in office.
Usually there is no special procedure for resignation.