Job definition
A board of directors or directorate is the supreme and senior management of the business corporation/company, sometimes the aforementioned role exists in the association as well.
The board is sometimes called by other names such as Board of Directors, Board of Trustees, Board of Directors.
What is the board of directors?
This is the governing body that determines the goals of the organization and its business strategy. As part of his role in the force, he also oversees the company’s objective, the way to meet these objectives and realize them in practice. The Board of Directors is not a member of the management team that deals with the ongoing management of the company, it will be the company’s management headed by the company’s CEO. Nevertheless, they are a senior part of the company’s management, which determines and outlines the strategic plan of the business in the short and long term.
Powers of the Board of Directors
The powers of the Board of Directors are derived from two sources:
- The Companies Law, 1999.
- The company’s bylaws, which also constitute the authority to install the number of directors in the company.
In a private company, a board of directors can also include one individual, but when the company is a public company, The determination of the standard of board members will be determined according to the company’s data. In addition, a number of board members must have knowledge and expertise in the financial field.
Board of Directors’ powers
- Label company policy.
- Supervising the performance of the general manager’s duties and actions.
- Determines the operating contents of the company.
- Oversight of the company’s financial situation.
- Determining organizational structure and wage policy.
- Responsible for approving the financial statements.
- From her and fires the general manager.
A new time versus an old one
In the past, directors were appointed as a matter of honor, according to the current view, A director’s duty is personal and he does not bear a solidarity-to-toffic responsibility for the actions or omission of another director. The fact that a director served without a salary, with good intentions, does not absolv him of responsibility.
Responsibility of the Board of Directors in Israel
Courtesy of Wikipedia – on the changes in the law and the reasons for this:
Following the collapse of the Bank of North America, Judge Yaakov Bezeq ruled, in a ruling approved by the Supreme Court, that the directors were liable for damages from the bank’s collapse because they did not take reasonable precautions required of a director. The President of the Supreme Court, Justice Aharon Barak, explaine[1]d:
“The existence of a duty of care between a director and a company imposes on the director the obligation to take reasonable precautions to prevent damage to the company.
The director’s duty is not absolute. He’s not an insurer of the company. His duty is to take reasonable precautions.
Indeed, the likelihood of the measures does not require taking all possible measures to prevent the damage.
The likelihood requires reasonable precautions to prevent the damage. The question is not what are the means that physically prevent damage.
The question is, what measures should be required to be taken to prevent the damage . … Failure to take the same measures constitutes negligentness of the director. … Any director should take all those precautions that a reasonable director would have taken under the circumstances… Indeed, being a director is not just a matter of respect or respect.
This is not a reward for services previously provided to the state and society. This is nothing but a dignified way to retire.
Being a director means playing a major role in the company. Being a director means taking all the measures that a reasonable director would take to fulfill his role at the company. And doc: The question is not what were the precautions that a person with knowledge and experience of the defendant’s director would have taken …
The question is what are the precautions that a reasonable director would take under the circumstances… “A person who offers himself a position of company management, which involves handling and managing a lot of property, must take the care of a reasonable and qualified director to operate in this area of management …”
- This ruling placed the director’s status as a supervisor and public envoy on the company.
