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di·rec·tor n1: the head of an organized group or administrative unit or agency2: any of a group of persons usu. elected by shareholders and entrusted with the overall control of a corporation◇ Directors owe a fiduciary duty to the shareholders in the exercise of their powers. Directors have the power to appoint and dismiss officers, declare and pay dividends on stock, initiate major corporate actions such as mergers or dissolution, and determine other matters affecting the corporation.di·rec·tor·ship n
Merriam-Webster’s Dictionary of Law. Merriam-Webster. 1996.
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I
noun
administrator, boss, chief, curator, executive, executor, foreman, governor, guide, inspector, intendant, leader, manager, overseer, presiding officer, principal, proctor, procurator, superintendent, supervisor
associated concepts: board of directors, de facto director, de jure director, director's liability, dummy director, interlocking directorates
II
index
administrator, caretaker (one fulfilling the function of office), chairman, chief, employer, principal (director), procurator, superintendent
Burton's Legal Thesaurus. William C. Burton. 2006
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n.A person who runs or manages a business, company, or corporation, often as a member of a board of directors, with a fiduciary duty to direct its affairs in the best interest of both the business and its shareholders.
The Essential Law Dictionary. — Sphinx Publishing, An imprint of Sourcebooks, Inc. Amy Hackney Blackwell. 2008.
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a person who conducts the affairs of a company. Directors act as agents of the company, owe fiduciary duties to it and have a duty of care towards it: Percival v . Wright 1902 2 Ch. 421. Directors may have executive functions or they may be non-executive directors, their principal functions being to safeguard the interests of investors. Directors, while not servants of the company as such, have a responsibility to it not dissimilar to the responsibility owed by a trustee to his beneficiaries. Specifically, directors are under duties to exercise their powers for the purposes for which they were conferred and to exercise them bona fide for the benefit of the company as a whole; and not to put themselves in a position in which their duties to the company and their personal interests may conflict.First directors are usually named in the articles of association; however, it is not uncommon for the articles, instead of naming directors, to contain a power for the subscribers, or a majority of them, to appoint them. Following appointment, the normal procedures is for directors to retire by rotation, although a director's office may be vacated in other circumstances. A retiring director is eligible for re-election and the members at the annual general meeting at which a director retires may fill the vacated office by electing the same or another person to it.The appointment of directors of a public limited company must be voted on individually unless the members who are present agree by resolution, without dissent, to a single resolution appointing two or more directors. Like trustees, directors are not entitled as of right to remuneration; accordingly, a director has no claim to payment for his services unless, as is usual, there is a provision for payment in the articles.In insolvency proceedings, the Company Directors' Disqualification Act 1986 empowers the court to make a disqualification order disqualifying the persons specified in the order from being directors of companies and from otherwise being concerned with a company's affairs.A company director may be removed by special resolution, notwithstanding anything in the articles or in any agreement between him and the company. Special notice of such a resolution must be given.
Collins dictionary of law. W. J. Stewart. 2001.
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A member of the governing board of a corporation, typically elected at an annual meeting of the shareholders. As a group, the directors are responsible for making important business decisions — especially those that legally bind the corporation — leaving day-to-day management to the corporation's officers and employees. For example, a decision to borrow money, lease an office, or buy real property would normally be authorized by the board of directors.Category: Business, LLCs & Corporations → LLCs, Corporations, Partnerships, etc.
Nolo’s Plain-English Law Dictionary. Gerald N. Hill, Kathleen Thompson Hill. 2009.
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Any person occupying the position of director, howsoever called (section 250, Companies Act 2006). The term director may therefore be applied to any person who has been validly appointed as a director (de jure director) and to a person who acts as a director without having been appointed validly or at all (de facto director).Related links
Practical Law Dictionary. Glossary of UK, US and international legal terms. www.practicallaw.com. 2010.
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n. Of a corporation, an individual selected to serve on its board of directors and thereby oversee the management of its affairs.
Webster's New World Law Dictionary. Susan Ellis Wild. 2000.
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One who supervises, regulates, or controls.
Dictionary from West's Encyclopedia of American Law. 2005.
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One who supervises, regulates, or controls.
Short Dictionary of (mostly American) Legal Terms and Abbreviations.
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n.a member of the governing board of a corporation or association elected or re-elected at annual meetings of the shareholders or members. As a group the directors are responsible for the policy making, but not day-to-day operation, which is handled by officers and other managers. In some cases, a director may also be an officer, but need not be a shareholder. Most states require a minimum of three directors on corporate boards. Often lay people dealing with corporations confuse directors with officers. Officers are employees hired by the board of directors to manage the business.
Law dictionary. EdwART. 2013.
