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How to start a business corporation about Selecting the Board of Directors for Your Corporation
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How to start a business corporation about Selecting the Board of Directors for Your Corporation

The Board of Directors of a corporation is the group of individuals who are charged with running the corporation. The duties of the board of directors and officers of the corporation are set by the corporate bylaws but are also set by law, specifically by the laws of the state where the business is incorporated.

Here are the primary duties of a corporate board:

Fiduciary responsibility
Corporate board members have a fiduciary responsibility to care for the finances and legal requirements of the corporation. They must act in good faith and with a reasonable degree of care, and they must not have any conflicts of interest. That is, the interests of the company must take precedence over personal interests of individual board members.

Mission and Vision
Board members are responsible for setting the mission of the company and assuring that all actions are related to and adhere to that mission. The board can change the mission, but only after careful deliberation.

Oversight
Corporate boards of directors do not participate in day-to-day decision-making; instead, they set overall policy, based on the corporate mission and vision, and they exercise an oversight function, reviewing the actions of corporate officers and executives.

Annual Meeting
At the annual meeting of the corporation, the board announces the annual dividend, oversees election of corporate board members, elects or appoints officers and key executives, and amends the bylaws, if necessary.

Selecting Your Board of Directors
Selecting a board of directors is an important step as you are starting your corporation. Your board members will help you make decisions and also satisfy the requirements of the state in which you are incorporating. Here are some things to think about before you select board members.