Company is legal person it does not take any decisions, and does not function it self but it can play pervasive role in the world. Its roles are played by different organs created by law. An organ is made by natural person who have corporate body and mind.
The main organs of the company are Annual General Meeting (AGM). AGM is collective form of shareholder of company. The ultimate control and destiny of a company should be in hand of shareholders. AGM should be held one time in one year. so it is do not fully control company. AGM creates BOD and delegate some right and duty to BOD to function the company's day to day activities.
Board of director is a committee which is appointed or elected by the shareholder for day to day operation and management of the company. The executive power of the company is Board of director who manage all the function of management. The board of directors is the brain of the company which is the body a company can act only through them.
Moreover a board meeting is very formal and cannot be hold frequently where as business has to be managed every day. The day to day administrator has to be delegated management power the professional management formerly two type of professional management were recognized namely managing director, whole time director, manager and secretaries. BOD don’t work themselves, they delegate authority to managing director, chief executive officer or secretaries. They have obligation company up to date. Fine to be imposed to management in case of failure to submit returns in prescribe time period. Company secretory have prevesive role in the company.
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