“Board of Directors” is the governing body of a Corporation and oversees its general management. The Directors are elected by the Stockholders of the Corporation and the Board of Directors elects the Corporate Officers of the Corporation who are responsible for its day-to-day operations.

In order to fulfill their Fiduciary Duties to the Stockholders, the Board of Directors should hold both regularly scheduled and special Board Meetings in order to ensure proper oversight of the Corporation’s operations.  The approval of the Board of Directors is required for various corporate actions and transactions, including an amendment of the Certificate of Incorporation, a Financing (e.g., to raise Startup Funding), a Liquidity Event and the issuance or grant of Securities (including Stock Options and Restricted Stock).

For more information about the Board of Directors, please see the related resources from the Legal INCubator:·