Board Governance & Directors’ Legal Duties

Board decisions carry consequences that extend beyond business performance. Directors exercise significant authority over corporate strategy, resources, oversight, and major transactions, while simultaneously operating within legal duties that shape how decisions should be made. Problems can arise when responsibilities are unclear, information is insufficient, personal interests interfere with judgment, or the board approves significant actions without an appropriate decision process.
 

Boost Consulting & Training offers this course to develop a practical understanding of the legal position of boards and directors within the corporate structure. The program examines board authority, directors’ duties, informed decision making, conflicts of interest, oversight responsibilities, delegation, accountability, and the legal considerations surrounding sensitive board decisions. Participants will apply these principles to realistic board situations rather than approaching directors’ duties as abstract legal concepts.
 

The main concept of this course is to help directors and corporate professionals exercise board authority through informed, independent, properly governed decisions that meet legal responsibilities and protect the company’s interests.

• Explain the legal role and authority of the board within the corporate structure.
• Distinguish between board responsibilities and executive management responsibilities.
• Interpret the principal legal duties applicable to company directors.
• Apply appropriate care, judgment, and diligence when considering board matters.
• Recognize and manage situations involving directors’ personal interests.
• Evaluate the legal implications of delegation and reliance on management or advisers.
• Strengthen the process used to consider, challenge, approve, and document significant decisions.
• Identify circumstances that may increase director or board exposure to legal liability.