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A board of directors is an executive committee that supervises the activities of a business, a nonprofit organization, or a government agency. The powers, duties, and responsibilities of a board of directors are determined by government regulations (including the jurisdiction's corporate law) and the organization's own constitution and by-laws ...
Directors' duties are a series of statutory, common law and equitable obligations owed primarily by members of the board of directors to the corporation that employs them. It is a central part of corporate law and corporate governance. Directors' duties are analogous to duties owed by trustees to beneficiaries, and by agents to principals.
In a non-profit corporation, the "agency problem" is even more difficult than in the for-profit sector, because the management of a non-profit is not even theoretically subject to removal by the charitable beneficiaries. The board of directors of most charities is self-perpetuating, with new members chosen by vote of the existing members.
[37] [38] A private nonprofit organization, GuideStar, provides information on 501(c)(3) organizations. [39] [40] ProPublica's Nonprofit Explorer provides copies of each organization's Form 990 and, for some organizations, audited financial statements. [41] Open990 is a searchable database of information about organizations over time. [42]
The Institute of Directors of the United Kingdom defines the role as overseeing "all operational aspects of company strategy" and "responsible for the flow of operations information to the chief executive, the board and, where necessary, external parties such as investors or financial institutions". [1]
Evaluation of board and directors' performance [14] It also incorporated a number of new principles to address elements not previously included in the King reports: IT governance; Business Rescue; Fundamental and affected transactions in terms of director's responsibilities during mergers, acquisitions and amalgamations. [14]
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