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–Duty to exercise power
§Directors
responsible for managing corporation
§In order
to justify accounts and decisions made regarding corporate assets,
directors must properly maintain books, records and minutes of the
corporation
§Delegation
to management, staff and volunteers is possible, but directors
must always supervise
–Duty of obedience
§Directors
must comply with applicable legislation and the corporation’s
governing documents (letters patent, articles, by-laws, etc.)
§All valid
corporate decisions must be implemented
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