Corporate Governance · glossary

Duty to act within powers (section 171)

A director must act within the company's constitution and use each power only for the purpose it was given. Three directors who sign a written resolution without the other two use a power the Articles give only to all of them. Issuing shares to shift votes breaks the second half. Charter §5.1 · Chapter 3 · Chapter 6

Explained in Chapter 3, The Seven Duties, of Corporate Governance.

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