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Governing the Modern CorporationCapital Markets, Corporate Control, and Economic Performance$
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Roy C. Smith and Ingo Walter

Print publication date: 2006

Print ISBN-13: 9780195171679

Published to Oxford Scholarship Online: September 2006

DOI: 10.1093/0195171675.001.0001

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The Role and Duties of Corporate Directors

The Role and Duties of Corporate Directors

Chapter:
(p.74) 4 The Role and Duties of Corporate Directors
Source:
Governing the Modern Corporation
Author(s):

Roy C. Smith (Contributor Webpage)

Ingo Walter (Contributor Webpage)

Publisher:
Oxford University Press
DOI:10.1093/0195171675.003.0004

The interests of the corporation are entrusted to a board of directors, who are the elected representatives of stockholders (the members of the corporation), who in turn appoint senior management who direct the business of the firm. There is no US federal corporation law applicable to private-sector corporations, although there are a small number of special-purpose federally chartered corporations. The federal government does, however, seek to regulate and protect “interstate” commerce in a variety of ways — particularly through extensive regulation of the capital markets — and these affect state-created corporations significantly.

Keywords:   corporation law, corporate directors, director conduct, corporate governance

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