Plain language law

New Zealand law explained for everyone

Companies Act 1993

Directors and their powers and duties - Powers of management

128: Management of company

You could also call this:

“How a company is run and who's in charge”

The board of directors is in charge of running a company. They have to manage the company’s business and affairs, or make sure someone else is doing it under their guidance.

The board has all the power they need to manage the company and to tell others how to manage it. This includes making decisions about the company’s business and what happens in the company.

However, there might be some changes or limits to what the board can do. These limits could be written in the Companies Act or in the company’s own set of rules (called its constitution). If there are any such limits, the board has to follow them.

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View the original legislation for this page at https://legislation.govt.nz/act/public/1986/0120/latest/link.aspx?id=DLM320643.

Topics:
Business > Industry rules
Business > Fair trading
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Part 8 Directors and their powers and duties
Powers of management

128Management of company

  1. The business and affairs of a company must be managed by, or under the direction or supervision of, the board of the company.

  2. The board of a company has all the powers necessary for managing, and for directing and supervising the management of, the business and affairs of the company.

  3. Subsections (1) and (2) are subject to any modifications, exceptions, or limitations contained in this Act or in the company's constitution.