We'll teach you how to form an effective board of directors, how to elect a new board, and what important skills you must look for in a board member. The board of directors is responsible for the major corporate decisions.While it is a big undertaking, creating a board of directors can provide guidance and accountability to propel your company forward. The Board of Directors shall execute direct oversight over the President and other senior management in the effective and ethical management of the Corporation. Preferential voting and cumulative voting are the two most common methods for electing Board of Director members. The Board of Directors may at any regular or special meeting, as they deem advisable, declare dividends payable out of the surplus of the Corporation. The corporate powers, duties and responsibilities of the Corporation shall be vested in the Board of Directors as follows: 1. The board of directors appoints the chief executive officer of the corporation and sets out the overall strategic direction. Use our free, attorney-drafted corporate bylaws template to establish your corporation's internal rules and framework. (b) The board of directors of a corporation shall consist of 1 or more members, each of whom shall be a natural person.