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A Stockholder is a party (a person or group) who pays money to a corporation in return for part ownership of the corporation. A Stockholder can vote for Board Members, and can attend the corporation's annual meeting to propose and vote on governance measures. A Board Member is one of several officials elected by a corporation's Stockholders according to the terms of the corporation's bylaws. A corporation's Board meets on a regular basis to establish business policies and to oversee the management hired to operate the corporation on a day-to-day basis. A Board Member has a fiduciary duty to see that the corporation is run in the best interests of its owners, the Stockholders; in this fiduciary role, a Board Member is expected to display undivided loyalty to the Stockholders. Failure to uphold fiduciary standards is one of the most serious breaches of business law.

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