Powers of Directors 3 / 5

The Board of Directors may exercise 'all the powers of the company'

though this power is given to the board, not individual directors.

Individual directors can only bind the company if they have:

  1. Express actual authority – from their contract, the articles, or the board

  2. Implied actual authority – from their position

  3. Apparent authority – where the director holds themselves out Freeman and Lockyer v Buckhurst Park Properties

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