Corporate Directors & Officers: Fiduciary Duties & Liabilities, Quizzes of Business and Labour Law

Download Corporate Directors & Officers: Fiduciary Duties & Liabilities and more Quizzes Business and Labour Law in PDF only on Docsity! TERM 1 The role of Corporate Directors DEFINITION 1 every corporation is directed by a board of directors that are elected by the shareholders. As individuals the directors are not agents of the corporation. only the board can act as one super agent. A director can also be a shareholder especially in closely held corporations. TERM 2 Management Responsibility DEFINITION 2 decisions on all major corporate policies. appointment and removal of all corp officers and their compensation. Financial decisions including dividends and retained earnings. TERM 3 Rights of Officers DEFINITION 3 serve at the pleasure of the board but maintain a fiduciary relationship with the company as well. employment relationships are generally governed by contract law. May be terminated for cause. hired by board. act as agents for the company. TERM 4 Fiduciary Duties of directors/officers DEFINITION 4 ethical and legal responsibilities to the corporation and shareholders. Duty of care. TERM 5 Business judgment rule DEFINITION 5 The business judgment rule is an American case law-derived concept in corporations law whereby the "directors of a corporation. when all the req of a fiduciary relationship are met.