Roles, Duties and Responsibilities

Roles_duties_responsibilities_checklist

Do you understand directors' duties? The obligations of directors, officers and the board under the Corporations Act and at common law are considered in the items below. We also cover the consequences of breaching the law.

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  • General Duties of Directors

    Date: 4 Jan 2011

    Directors govern companies on behalf of the shareholder who elect them. All directors must comply with basic legal requirements under the Corporations Act 2001 which specifies four main duties for directors with a number of other areas of key respons...

  • Role of the Chairman

    Date: 4 Jan 2011

    The chair acts as an important link between the board and the CEO/company. The role of the chair is not defined in the Corporations Act 2001. Thus many functions of the chair are customary rather than formalised by law. This Q&A outlines the role...

  • Role of the Board

    Date: 4 Jan 2011

    Every company must have at least one director and public companies must have at least three directors. Collectively, the directors are known as the Board of Directors and the Board of Directors acts on behalf of shareholders in supervising the co...

  • Role of CEO and MD

    Date: 4 Jan 2011

    The CEO is the more senior executive in the organisation. The Managing Director is also the most senior executive but sits on the Board of Directors as well. This Q&A outlines the main aspects of the MD's/CEO's role and the differences betwee...

  • Role of Non Executive Directors

    Date: 4 Jan 2011

    A non-executive director is a one who is not employed by the organisation in an executive capacity. All directors, whether executive or non-executive, must comply with basic legal requirements under the Corporations Act 2001. This Q&A describes t...

  • Role of EDs

    Date: 4 Jan 2011

    Executive Directors are employees of the company as well as being a member of the Board. On top of their full time executive position, they are appointed by the Board. At law they have the same duties and responsibilities as other Directors. This...

  • Board Committees

    Date: 4 Jan 2011

    The boards of larger organisations often establish committees of directors to deal with complex or specialised issues and to use directors’ time more efficiently. Committees make recommendations for action to the full board, which retains collect...

  • Company Secretary

    Date: 4 Jan 2011

    Company secretaries traditionally have had the role of administering the affairs of the company and the business of the board. This role has now expanded to include an involvement with corporate governance policies and practices within the company. T...

  • Types of Directors

    Date: 4 Jan 2011

    Directors are known by a variety of names but they all have the same duties and responsibilities regardless of their title. In this Q&A we run through the roles of several types of directors including alternate director, chairman, de facto di...

  • Rights of Directors

    Date: 4 Jan 2011

    The rights of company directors centre on enabling them effectively to perform their duties. Rights are set down in either a company’s constitution or in the Corporations Act 2001’s replaceable rules. This Q&A outlines these directors' rights, in...

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