Rights, Duties, Responsibilities and Authorities

Question 1

Duties of the Board of Directors

Answer 1

1) Election, removal and supervision of officers
2) Adoption, amendment and repeal of bylaws
3) set management compensation
4) initiating fundamental changes to corporation structure
5) declaration of dividends

Question 2

Bylaws

Answer 2

Policies and procedures to run corporation

Question 3

Directors

Answer 3

1) are fiduciaries of the corporation

2) Not Agents

Question 4

Officers

Answer 4

1) Are corporate Agents
2) fiduciaries of the corporations
3) may serve on the board
4) NOT required to be shareholders