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Company Law

Company Law (2nd edn)

Lee Roach
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date: 12 April 2024

p. 2219. The role and powers of the directorslocked

p. 2219. The role and powers of the directorslocked

  • Lee RoachLee RoachSenior Lecturer, University of Portsmouth


This chapter describes the directors’ role, including the powers of the directors, the division of power between the directors and the members, and how the directors exercise their powers. In smaller companies, directors will manage the company and will delegate little, if any, of their powers. In larger companies, the directors will set the strategic direction of the company and will delegate much of their managerial powers to sub-board level managers. The powers of the directors are a matter for the company’s articles, with most articles providing that the directors are responsible for managing the company and that it may exercise all the company’s powers. Moreover, a company’s articles usually provide the directors with the ability to delegate their powers to others. The principal method by which the directors exercises their managerial powers is via board meetings.

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