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Company management administration although members

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Company Management & Administration Although members may own a company, they may not manage it. It is typical that the management of a company rests upon the officers employed by the company. Generally, these persons are known as ‘directors’. Given that a company is a separate legal person, it can only act through the decisions made by the people who own or manage it. Day-to-day running of the company is usually handled by the directors. Appointment of Directors The first directors of a company are most often appointed at the time of a company’s registration. A company’s formation would culminate in its registration with the relevant governing bodies of that country. Upon registration, the persons named in the relevant forms will be deemed to have been appointed as the first directors. Subsequent appointments are governed by the company’s articles of association. Usually the articles will provide for the board of directors to fill any casual vacancies or to appoint additional directors up to the maximum number specified by the articles. 72Appointment of DirectorsThe first directors of a company are most often appointed at the time of a company’s registration. Upon registration, the persons named in the relevant forms will be deemed to have been appointed as the first directors. Subsequent appointments are governed by the company’s articles of association.71Company Management & AdministrationTypically, the management of a company rests upon the officers employed by the company known as ‘directors’. YOUR NOTES: APPLIED COMMERCIAL LAWKAPLAN HIGHER EDUCATION - APL/V2.098
LECTURE NOTES: On appointment a new director will be asked to provide certain personal information (i.e. full name, address, date of birth, nationality, country of residence, former names (if any) and business occupation) to be included in the relevant form which he/she will be required to sign to signify consent to act as a director for that company. Under general disclosure and transparency rules, a director will have to give a general notice of any interests in contracts involving the company. On a practical note the new director should make sure that he/she receives: a copy of the company’s memorandum and articles of association; details of the business and affairs of the company, e.g. recent board minutes and management accounts; and the statutory reports and accounts for the past two years. YOUR NOTES: APPLIED COMMERCIAL LAWKAPLAN HIGHER EDUCATION - APL/V2.099
LECTURE NOTES: Powers of Directors The directors are generally responsible for the management of the company and they may exercise all the powers of the company. However, the extent of their authority may be constrained by the relevant Companies Act 2006 (Singapore and the UK) or Corporations Act 2001 (Australia), as well as the company’s articles of association. Generally, the directors must act collectively as a board to bind the company. This collective body is called the Board of Directors. The articles usually entitle the board

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Term
Spring
Professor
Dr. Asif

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