Duties of a Director

Duties and responsibilities of a board director.

Most corporations are governed by a board of directors. A director on a board is responsible for fulfilling specific duties established by law, the articles of incorporation, and the bylaws of the business itself. Although there is some variation from one enterprise to another, there are common duties of a director.

Fiduciary Duty

The paramount responsibility of any director is that of fulfilling her fiduciary duty. A director owes a corporation a duty of trust and is bound to act in the best interests of it's shareholders.

Time Frame

A director on a corporate board is duty bound to devote an appropriate amount of time toward fulfilling his responsibilities. This time commitment includes being present at all regular and special meetings of the board.

Function

Directors are often recruited to join a board because of special skill sets. Another function and duty of a director is to bring her special skills to bear on the overall operations of a corporation.

Misconceptions

A common misconception is that a corporate board director maintains a full time position. Although corporate board members typically are paid for their services, they do not have a duty to become full time employees.

Famous Ties

Major corporations recruit well known individuals--from the business, entertainment and political arenas--for service on their boards of directors. The notoriety of these individuals adds popular appeal to the operations of a business enterprise and its reputation.

References

• The Board Book: An Insider's Guide for Directors and Trustees, William G. Bowen, 2008
• National Association of Corporate Directors
• Essentials for Board Directors: An A-Z Guide, Bob Tricker, 2009

Resources

• Corporate Board Member Magazine
• Lemon & Company, Director's Duties