Page 223 - Microsoft Word - 00 Prelims.docx

Directors

Types of director

Shadow  ‘A person in accordance with whose directions or
director instructions the directors of a company are accustomed
to act’ s.251 CA06

 Not a shadow director if directors only act on advice
given by him in a professional capacity.

Alternate  A director may appoint an alternate director to attend and
director vote at board meetings.

 The alternate director may be another director or an
outsider.

 Some articles provide for such an appointment to be
subject to the approval of the board.

Executive  Likely to be a full-time employee involved in
director management.

 Usually has a specific role, e.g. marketing director.

Non-executive  Usually part-time.
director
 Brings outside expertise to board.

 Not an employee.

 Exerts control over executive directors.

Managing  The board usually delegates to the MD the day-to-day
director (‘MD’) management of the company’s business.

Chairman  Responsible for ensuring procedure in meetings is
followed.

 Usually a non-executive director.

219