Its role is to provide entrepreneurial leadership of the company Duties include : to act within its powers to act in good faith to exercise care skills and diligence to exercise independent judgement to avoid conflict of interest. to declare interest when transacting with the company Responsibilities of directors to formulate and oversee execution of strategy to manage succession planning to review performance of top management to formulate internal control systems and policies to instil ethical principles through enculturation of core values and codes of ethics to ensure availability of resources (financial and non- financial) are in place eg budgets to comply with laws, regulations and rules to meet expectations of stakeholders including shareholders to prepare and disclose the audited annual report and financial statements.