The board of directors has general authority over the company's affairs
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The Limited Liability Companies Act has given the board of directors extensive authority over the company's affairs. The board of directors is obliged to ensure the company's administration and the proper organisation of its operations. This obligation is called the board's general authority. According to the dissertation, this is a general provision that assigns to the board all tasks that are not assigned to another corporate body in the Limited Liability Companies Act or the articles of association. The assignment of a task to the board of directors means that it is performed based on a decision of the board of directors or that the board of directors has an obligation to ensure that the matter is performed.
The dissertation further indicates that the Limited Liability Companies Act contains a large number of special provisions stating that a specified task expressly belongs to the board of directors or its members. Such tasks are called special tasks of the board of directors.
According to Section 6:25 of the Limited Liability Companies Act, the board of directors represents the company. The power of representation belongs to the board of directors as a collegial body, i.e. as a whole. A quorum of the board of directors may represent the company, unless the Companies Act or the articles of association require the participation of all members.
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