Acts of management pertain to the

stockholders or member
Independent Directors must be elected by
the other directors presented or entitled to
vote in absentia during the election
One reason of disqualification of
trustees, directors/officers is when
he/she is convicted by final judgement
The power to remove directors/trustees
belongs to officers of corporation
An individual stockholder is permitted to
institute a derivatives suit on behalf of the
corporation wherein the holds stock in
order to protect corporate rights
Trustees shall be elected for a term not
exceeding three (3) years from among the
members of the corporation
The election must be held no later than
54 days from the time the vacancy arose
A general rule is that removal of
directors may be with or without cause
If the cause of the losses is merely error in
business judgement, not amounting to bad
faith or negligence, directors and/or
officers are liable
A contract between two or more
corporations having interlocking directors
shall be invalidated on that ground alone
The acts of corporate officers within
the scope of their authority are
binding on the corporation
Directors/Trustees shall not participate
in the determination of their own per
diem compensation
The committee may act by minority vote of
all its members on such specific matters
within the competence of the board
Stockholdings exceeding 10% of the
outstanding capital stock shall be
considered substantial for purposes of
interlocking directors
The presence of such director or trustees in
the board meeting in which the contract
was not approved was necessary to
constitute a quorum for such meeting
It is a body created by the by-laws and
composed of not less that three members
of the board
These are members of the board of
directors in a certain corporation who
are also directors in another
corporation
It implies breach of faith and willful
failure to respond to plain and well
understood obligation
It also known as absentia
The governing body of a corporation
G0D BLESS
1. F 16. Executive Committee
2. F 17. Interlocking Directors
3. T 18. Bad Faith
4. F 19. Remote Communication
5. T 20. Board of Directors
6. T
7. F
8. T
9. F
10. F
11. T
12. T
13. T
14. F
15. F