607.0801
Requirement for and duties of board of directors.
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607.0801 Requirement for and duties of board of directors.—
(1) Except as may be provided in an agreement authorized pursuant to s. 607.0732(1), each corporation must have a board of directors.
(2) All corporate powers shall be exercised by or under the authority of the board of directors of the corporation, and the business and affairs of the corporation shall be managed by or under the direction of, and subject to the oversight of, its board of directors, subject to any limitation set forth in the articles of incorporation or in an agreement authorized under s. 607.0732.
History.—s. 68, ch. 89-154; s. 21, ch. 93-281; s. 83, ch. 2019-90.
Notes of Decisions
Cited in 7
cases (2 in the last 5 years), 1998–2023 · leading case: Cannella v. Auto-Owners Ins. Co.
Cannella v. Auto-Owners Ins. Co. (2001)
“See § 607.0801, Fla. Stat. (1991); In re Holiday Isles, Ltd.”
Seymour Ex Rel. Williams v. Panchita Investment, Inc. (2010)
“This po *198 sition is not supported by the corporate documents filed with the State of Florida, nor is it consistent with logic, common sense, or Florida’s scheme for corporate operation. A corporation is required to have a director and, if not, director responsibilities are…”
In Re Blue Stone Real Estate, Construction & Development Corp. (2008)
“Fla. Stat. §§ 607.0801 , 607.0732(1)(a) (2008).”
Hanger Orthopedic Group, Inc. v. McMurray (1998)
“Fla.Stat. § 607.0801. The directors must be able to rely on officers, employees, counsel, and accountants in exercising their duties.”
FSOMA v. Slepin (2007)
“See § 607.0801 and 617.0801, Fla. Stat. (2007).”
Daren C. Daly (2023)
“91 See Fla. Stat. § 607.0801 (2) (“All corporate powers shall be exercised by or under the authority of the board of directors of the corporation, and the business and affairs of the corporation shall be managed by or under the direction of, and subject to the oversight of, its…”
Daly v. Daly (2023)
“91 See Fla. Stat. § 607.0801 (2) (“All corporate powers shall be exercised by or under the authority of the board of directors of the corporation, and the business and affairs of the corporation shall be managed by or under the direction of, and subject to the oversight of, its…”
— 607.0801(3) — 1 case
Cannella v. Auto-Owners Ins. Co. (2001)
“See § 607.0801, Fla. Stat. (1991); In re Holiday Isles, Ltd.”
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