Duties of Directors : In a managerial hierarchy status of the Board of Director is most important. They have to observe their duties as below:
(1) Director will act as per the provisions of Articles of Association.
(2) A director of a company shall act in good faith in order to promote the objectives of the company for the benefits of shareholder.
(3) A director of a company shall act in the interest of shareholders, employees and society and for the protection of environment.
(4) A director of a company shall exercise his duties with due and reasonable care, skill and diligence and shall exercise independent judgment.
(5) A director of a company shall not be in a conflict of interest with the company directly or indirectly.
(6) Directors must attend every meeting of the Board of Directors. If, he can't, he must inform in advance.
(7) He must not make any secret profit.
(8) They must take due care of the financial as well as the immovable and movable assets of the company. They should not make any use of them for any personal benefits.
(9) They must invest company's funds properly.
(10) They must call a meeting of the Board of Director at least once in every quarter.
(11) A director of a company shall not achieve or attempt to achieve any undue advantage for himself or for his relatives, partners or associates. If a director found guilty of making any undue gain, he shall be liable to pay an amount double to that gain to the company.
(12) A director of a company shall not assign his office to another. Such assignment shall be void.
(13) If a director of the company contravenes the provision, he shall be punishable with minimum Rs.One lakh, extendable to Five lakhs.
(14) It is duty of every Board of Director to constitute an Audit committee.
(15) The Board of Director has to constitute a Stakeholders Relationship Committee.
(16) A director of a company cannot acquire assets for consideration. He can accept only cash.
(17) Any director of a company cannot enter into insider trading. The directors acquire powers in accordance with Companies.