Duties of Corporate People

Suzanne Norton

BUS 670 Legal Environments

Duties of Corporate People

Ashford University

Instructor: Teri Kuffel, Esq.

August 30, 2010

This research paper will discuss the respective duties of people critical to the corporate process: directors of corporations, officers of corporations and shareholders of corporations. Also, included within this paper will be the difference between a publicly held and a closed corporation.

“State laws require the corporation have at least a president, a secretary and a treasurer. The president is usually the chief operating officer (COO) of the corporation. The secretary is responsible for the corporate records. The treasurer is responsible for the corporate finances, although it's common to hand day-to-day duties to a bookkeeper” (www.how-to.com).

“The demands placed on today's CFO call for financial executives who combine their technical competency - amid increasing complexity - with broader experience and greater perspective” (Witzel M. pg. 26). “The CFO's role has grown from narrow financial management to broad involvement in organizational leadership” (Witzel M. pg. 26).

“One of the first steps a new corporation will take is to name the members of its board of directors. Directors are typically elected by shareholders at annual meetings.  The board of directors "directs" the corporation's affairs and business path” and

“Has ultimate legal responsibility for the actions of the corporation and its subsidiaries, officers, employees, and agents. A corporate director's duties and responsibilities typically include:

* Acting on behalf of the corporation and its best interests with an appropriate "duty of care" at all times;

* Acting with loyalty to the corporation and its shareholders;

* Participating in regular meetings of the board of directors;

* Approving certain corporate activities and transactions -- including contracts and agreements; election of new corporate officers; asset purchases and sales,...