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The Board Of Directors And Management

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I. Introduction
The board of directors and management in companies respectively constitute a fatal role to control issues within a company so as to face the internationalization of real and financial markets that ease the boundaries of the business world and increase the corporation ‘s complexity and risks. While the responsibilities of senior management is to control the day-to-day business affairs to ensure the implementation of the strategies approved by the board, directors control the direction and goal of the company as well as establish the limits of management behaviour against management misconduct. In that respect, making a proper and explicit distinction between the function or duties of directors and senior management is an
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2) What are the roles of Management (distinct from Directors)?
3) What is/are the role/duties/function of a Managing Director/CEO?
4) What is/are the role/duties/function of the Chair of the Board of Directors?

1) According to the judgement of the court in AWA Ltd v Daniels, we know that the board of director’s duties include: setting goals for the corporation; appointing the corporation’s chief executive; overseeing the plans of managers for the acquisition and organisation of financial and human resources towards attainment of the corporation’s goals; monitoring the progress of reaching its goals.

2) Management operates through functions such as: execute the control of company’s affairs; establish internal controls, management information systems and accounting records; reduce to writing if appropriate and communicate policies and strategies adopted by the board; summarise the information that reflects the financial position and corporation’s affairs for the board; prepare the suggestions, proposals and budget for the board; deal with the personnel problem such as hiring and firing employees.

3) Generally speaking, managing director or CEO is a director delegated the power to manage the business of the corporation. In other words, as a managing director, he or she is bound to give continuous attention to the affairs of the company. Usually a managing director is employed under a contract of service
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