What duties do corporate directors have?

Corporate directors hold significant responsibilities in managing the affairs of a corporation, and their primary duties include a duty of care and a duty of loyalty. The duty of care requires directors to make informed and prudent decisions, acting with the care that a reasonably prudent person would take under similar circumstances. This involves being diligent in understanding the corporation's business, financials, and potential risks, ensuring that decisions are based on reasonable investigation and consideration.

The duty of loyalty mandates that directors act in the best interests of the corporation and its shareholders, putting the corporation's interests above their own. This includes avoiding conflicts of interest and not engaging in self-dealing. Acting in good faith is integral to this duty, as it reflects a director's commitment to honesty and integrity in their actions and decisions on behalf of the company.

The other options do not fully capture the breadth of responsibilities directors hold. Merely maximizing profit for shareholders does not encompass the entirety of their obligations, as they must also consider long-term sustainability and ethical practices. Suggesting that directors are figureheads overlooks the active role they play in governance. Lastly, compliance with state regulations is a basic requirement, but it does not encompass the full scope of fiduciary duties that directors must uphold in their roles.