PPT-Chapter 25: Corporate Directors, Officers, and Shareholders

1 Learning Objectives What are the duties of corporate directors and officers Directors are expected to use their best judgment in managing the corporation What must directors do to avoid liability for honest mistakes of judgment and poor business decisions. STRATEGY IMPLEMENTATION. CHAPTER 10. CORPORATE GOVERNANCE. THE STRATEGIC MANAGEMENT PROCESS. . . . . KNOWLEDGE OBJECTIVES. . . KNOWLEDGE OBJECTIVES. CORPORATE GOVERANCE: WHAT IS ALL THE FUSS ABOUT?. Corporate Law: Law principles and practice. Who manages the company?. A company, as an artificial entity, must act through its agents.. A company must have a director/s (one who is a managing director).. Corporate Governance. This chapter:. Discusses options backdating, just one type of recent corporate scandals related to corporate governance.. Discusses corporate governance; how boards of directors are structured, their duties, and reforms; and issues associated with executive compensation.. Welcome – President Mario Evans. Proposed Bylaw Change Review – Vice President Jim Galloway. Propose the Slate of Officers for 2016 – President Mario Evans. To be voted on at Business Meeting 2. Todd Henderson. The Law School, the University of Chicago. Agenda. Session 1: Corporate formation and purpose. Session 2: Corporate finance and limited liability. Session 3: Corporate governance. Session 4: Corporate control transactions. Governance. . Structure. : the . Interests. of . Shareholders. . as. a . Class. / . Protecting. . Minority. . Shareholders. Università Carlo Cattaneo – LIUC. School of . Economics. and Management. . . Corporate Boards of Directors. Chapter 4. History and overview of Corporate Boards. Are Corporate Boards of Directors. a vehicle for fleecing Investors?. . Directors?. Early in the last century the majority of large corporations were owned and controlled by a small number of capitalists. . Corporate Governance and Liquidation . 22 September 2016 – Ramesh Maharaj . 8257566. Introduction. Walkers is leading Cayman Islands law firm.. Walkers is recognised as a leader . in the . offshore legal arena. . STRATEGY IMPLEMENTATION. CHAPTER 10. CORPORATE GOVERNANCE. THE STRATEGIC MANAGEMENT PROCESS. . . . . KNOWLEDGE OBJECTIVES. . . KNOWLEDGE OBJECTIVES. CORPORATE GOVERANCE: WHAT IS ALL THE FUSS ABOUT?. Turquand. Rule. Understand the ultra . vires. doctrine & the . Turquand. Rule. Understand and explain the legal capacity of a company and the authority of directors to represent the company. Learning Outcomes. Chapter 4. History and overview of Corporate Boards. Are Corporate Boards of Directors. a vehicle for fleecing Investors?. . Directors?. Early in the last century the majority of large corporations were owned and controlled by a small number of capitalists. . © . 2013 . Cengage Learning. All Rights Reserved. May not be copied, scanned, or duplicated, in whole or in part, except for use as permitted in a license distributed with a certain product or service or otherwise on a password-protected website for classroom use.. 1TRANSLATION ARTICLES OF INCORPORATION OF ZEN NIPPON KUYU KABUSHIKI KAISHA As of June 28 2006 CHPTER I GENERAL PROVISIONS Article 1 Corporate name The name of the Company shall be ZEN NIPPON Last Time We Spoke About:. Corporate Governance – Boards of Directors. Board Members. Part One: Definitions / Roles / Obligations and Duties / Liabilities. Board Member Powers. Part Two: Generally / Chairman / Board Members / Committees.